The herald., 1919-07-24
CHARTER.
and proper for the extension of the bust
ness in which the corporation is engaged.

ARTICLE II.-This corporation shall be
domiciled in the City of New Orleans, IN
the State of Louisiana, and all citation or
other legal process shall be served upon the
President of the Corporation and in the
event of his absence upon the Nice-Presldent.
ARTICLE III.-The objects and purposes
for which this corporation is organized and
created and the nature of the business to be
carried on by it are declared TO be as fol-
lows: To engage in and carry on the gen.
eral business of importing and exporting
goods, merchandise, raw products, live stock
and in fact materials, objects and property
of all character and description. To nego-
tiate, make, effect and execute, covenants
agreements, contracts or obligations OF all
sorts and character for itself or for Others
covering or relating in any manner to the
importing or exporting OF goods and prop
erty of every description or character 10
act as a freight forwarding agent and TO carry
on general ship brokerage business: To
buy, SELL lease, charter, rent, hire, for it
| self or for others commission or other
| wise and TO enter into and execute any con-
| tract or agreement whatsoever relating to
, vehicles of all sorts and character utilized
| in the transportation of goods and property
of every description and character by water,
| land or air. To engage generally in
| manufacturing business OF any nature what
| soever To engage in foreign as well as
| domestic commerce and IN tact to carry on
any of the businesses aforesaid IN the United
| States foreign countries.
| To conduct and carry on such other bust
ness as may be found necessary or convenient
| for properly effectuating the aforesaid pur-
| poses or enhancing the value of the proper
| ties, rights and privileges of the corporation
ARTICLE IV.-The capital stock of this
| corporation is hereby fixed at the sum OF
Seven Thousand 100000 Dollars and shall
be divided into and represented by Seventy
shares of the par value of One Hundred
(SlOOO0) Dollars each. Said stock shall be
| paid for in cash its equivalent as pro-
| vided by law and in such manner and at
such time and in such installments as may
be prescribed by the Board of Directors
This corporation shall become a going
concern and shall be authorized to commence
business when Thirty Five Hundred Dollars
(S3, $4,000 of its capital stock shall have
been subscribed for as provided by law, and
the capital stock shall in fact have been paid
for either in cash or its equivalent.
| ARTICLE V.-The capital stock of this cor.
| poration may be increased to the sum OF
Fifty Thousand ($5QODO0) Dollars by a
two thirds vote of all the stock present OF
represented at a special meeting called fol
that purpose, or at a regular annual meeting
/ of the corporation.
ARTICLE VI.-Al certificates of stocl
! issued by the corporation shall be signed
.. | by the President and countersigned by the
of the Board of Directors shall be signed by
: the President and countersigned by the Sec
. rotary and Treasurer. The stock OF thi!
: corporation can be transferred only on tn,
books of the corporation and subject to suci
i regulations and formalities as may be b!
the Board of Directors from time to tim
? prescribed. No stakeholder shall be per
mitted to sell or TO otherwise dispose of HI
stock without first offering the same \
| writing to the other stockholders through
he Board of Directors at price not exceed
| ing the book value thereof and the stock
: holders shall have an option and first righ
= | to purchase all the shares of stock to b
: thus disposed of by sale of by the death
: resignation or otherwise of any of the stock
;. holders of the corporation, and shall have
| period of ten days in which to accept o
decline such offer of stock
d Should the Board of Directors or the stock
holders decline to purchase said stock the
Il the stakeholder or stockholders who made tn
t, offer to sell or otherwise dispose of til
stock may sell or otherwise dispose OF 1t
= any manner and at any price that he
IS they may see fit. But each share of stoc
is issued under the condition and understand
o. ing that no stakeholder shall make sal
/ or transfer of his stock in violation of til
s. provision; and such sale or transfer If mad
L. shall be void and this Company shall
RS under no obligation TO list said stock Q
i'd its books or to regard the holder OF Il
IS certificate thereof.
ie ARTICLE VII-The corporate powers
this corporation shall be vested in and e,
lg ercised by a Board of Directors composed
y, ~ three stockholders, two of whom shall CO..
q stitute a quorum for the transaction
-, business The Directors of this corporate
~ may vote in person or by written proxy
~ any of the meetings of the Board of Dire
70 tors and the Board of Directors may del
" gate any of its powers to any officer or Q
: ficers or any other representative OF d
Company by appropriate resolutions to tn
=, effect.
ii The first Board of Directors of tn
a Company shall be composed of the follo'
II. ing: Louis NJ. Cohen, Morris B. Redman
c, and William J. Guste, all of New Orlear
s. La, with the following as officers: Lou
D. NJ. Cohen. President; Morris B. Redman
Vice President. and William ]. Guste, Seer
III tary and Treasurer.
e. And they shall serve until the fourth We
"a nesday in June. 1919, or until their succe
sors are elected and qualified. The Dire
TO- tors shall be elected annually by the stoc
es holders at a meeting held on the four
all Wednesday of January an each year tnei
ey after. Notice of such meeting shall be Civ
ng fifteen DAYS prior to the date OF the meet
or in writing and shall be sent to each stoc
cd holder at his last known address. Ia
DC | stakeholder shall at such annual meeting
to other meeting, general or special be entlti
'er in person or by proxy to one vote for ca
IN. | share of stock owned by him. Electio
he shall be held under such rules and regu
in lions as may from time to time be det
nd mined by the Board of Directors
no The Directors when elected shall hi
he | office for one year until their success
ue shall have been elected and qualified, a
failure to hold the annual meeting of stoC
yes holders or to elect annually the Direct
shall not operate the forfeiture of this oh
H. ter or any rights Hereunder. Any vacan
occurring in the Board of Directors may
filled by the Directors for the unexpii
term.
81 ARTICLE VIII.-This charter or act
we incorporation may be changed, modified,
nm tered or amended by and with the const
ick of two-thirds of all the stock present at
led meeting general or special held for that p
pose; and such amendment may be mater
or immaterial subject only TO limitation
D NAV be by law provided; and this corpo
ton shall have the power to increase or
crease its capital stock as hereinbefore S
out and any increase in the capital stt
in excess of the amount named herein
the amount to which it may be increased n
TY. be made by three fourths vote of all o
standing stock.
ARTICLE IX.-Notice of any and all me
,is lings referred to in this charter or requ
Or. by law shall be given in the manner ?
law yided in giving notices in case OF elect
nr unless the same shall have been waived
md ARTICLE Kin case of the dissoluti
the liquidation or termination of this char
L., 49,. at