The herald. [volume] (New Orleans, La.) 1905-1953, 1919-07-17
CHARTER

shall have the power to invest its Board OF
Directors with all of its corporate power $,
subject TO such restrictions may be named
m this charter And it generally shall
have and possess all the powers, rights,
| privileges and mmunities which corporations
! are and may hereafter be authorized to nave
/ and possess under the Constitution and the
| Jaws of this State and particularly under
| Act No 267 OF the Acts of the General AS
| sembly of the State OF LOUISIANA Tor the
wear 1914 and the amendments thereto.
/ ARTICLE 1.-THE domicile OF this corpo-
| ration shall be the City of New Orleans.
Parish of Orleans, State of louisiana, and
| all citations or other legal process shall be
served upon the President of this corporation,
or in case of his absence, upon the Vice
President. or in the absence of both of these
| officers, upon the Secretary OF this cor
poration.
| ARTICLE III-The objects and purposes
| for which this corporation is formed and the
| nature of the business to be carried by
! il are hereby declared to be to engage III
trade IT commerce in all of its forms, shapes
| and phases principal, agent, on commls
sion or otherwise; to manufacture, buy, sen
| import, export and generally deal operate and
| trade, either at wholesale or retail, in all
| kinds of merchandise without limitation, but
| especially hats, caps and other head gear oil
every class and description; and to carry
| on any other business which, under the law,
! it may be entitled to carry on which may
| seem TO the corporation to be calculated, dl-
| rectly indirectly, TO etfectuate the atore
said objects, or either OF them, or to taciil,
| tate in the transaction of its aforesaid
business businesses, or any part
thereof, or in the transaction of any other
lawful business that may be calculated, di.
rectly or indirectly, to enhance the value OF
or to render profitable any of the company 5
properties and rights, and generally to hold
and exercise all such incidental powers and
privileges, and do and perform all things, as
relate to the objects and purposes. herein
Fl-t he mi
essary, proper, useful convenient for eff
fecting said objects and purposes.
ARTICLE IV.-The authorized capital stock
Of this corporation is hereby fixed at and
declared to be the of Fifty Thousand
(S5OOOOO0J Dollars, which capital stock may
be increased in the manner provided by law,
to the sum of One Hundred Thousand (SlUO,-
00000) Dollars.
The presently authorized capital stock of
this corporation shall consist ct Five Hun
dred $500 shares, of the par vaice of One
Hundred $4,000 Dollars each. The capital
stock shall be represented by certificates and
shall be personal property. No transfer .
said capital stock shall be binding upon this
corporation unless made in accordance with
its charter and bylaws and. recorded on the
books thereof.
ARTICLE V.-The capital stock of this
corporation shall be fully paid and non,
assessable when issued, and shall be issued
only for labor done for property actually
received or for cash TO be paid at such
times and in such amounts and after such
notices as may be determined by the Board
of Directors.
ARTICLE VI-All the corporate powers
of this corporation shall be vested in and
exercised by a board of three Cd directors,
each of whom shall hold in his own Irame
at least one "a share of stock. Said Board
of Directors shall be elected annually on the
second Tuesday in January OF each year,
the first election to be held IN the year
1921. All such elections shall be by bal
| a. NanyN de
the supervision Of two ~ comml ssioners,
to be appointed by the Board of Directors,
| and in the absence of any commi ssioner, the
| President shall have power to I'LL the place
| by appointment, and of all such elections,
| as we'll as of all meetings of stockholders,
| except for the purpose of liquidation or dis
| solution, or otherwise required by law,
| fifteen as days notice shall be given by
mailing to each stakeholder who appears
as such on the books of this corporation, at
| his last designated address, or care General
| Delivery at New Orleans, if he has not desig-
| mated an address, an announcement stating
| the time and place of the meeting. Each
shareholder shall be entitled TO one vote for
each share of stock standing IN his name
on the books of this corporation, to be cast
in person or by proxy, and a majority OF
the votes cast shall elect. The Board of
Directors shall have power to fill such va
cancies that may occur in the Board. Fail
ure to elect directors on the day above speci-
fled shall not dissolve the corporation but
the directors then IN Ottlce snail remain IN
office until their successors are elected and
qualified. Due notice of another election
shall forthwith be given, as above provided:
Such notice of election shall be continued
to be given until an election is held The
Board of Directors at their first meeting fol-
lowing each annual election shall elect from
among their number a President, Vice
President, and a Treasurer, which Treasurer
may, but need not. also perform the duties
of Secretary, though the Board of Directors
may appoint and employ as Secretary per-
son who is neither a stakeholder nor a di-
rector of the company. The Board OF Di-
rectors shall from time to time as they see
fit appoint and employ such other employees
as they shall deem necessary. The Board
of Directors shall have power to fix the sal
aries of all officers and of all such other
EMPLOYEES as they deem necessary The
! Board of Directors shall have power to make
! and establish, as well as alter and amend,
| all bylaws, rules and regulations necessary
| and proper for the conduct and management
of the business and affairs OF this corpora
| ton, not inconsistent with its charter. Said
| Board shall also have full power and au-
| thority to do all such acts and things rea-
! sonably necessary for the proper carrying on
/ Of the bust mess of this corporation, and 10
| carry out the objects and purposes for which
i this corporation is organized, including the
borrow ing of money necessary for the ordi-
nary business operations, and through the
President or some other duly authorized per
son or persons, to execute and issue therefor
notes or other obligations of this corpora
ton on such terms as in their judgment may
be advantageous and shall also have full
power and authority TO issue and deliver
full paid shares of stock of this corporation
for money, labor, services, or property, OF
rights actually received by this corporation
A majority of the directors shall consti
tute a quorum for the transaction of any
business. At any meeting of the Board any
director absent from the meeting may be
represented by proxy. Until the next gen
eral meeting to be held under this charter
on the second Tuesday in January, 1921, OF
until their duly qualified successors are
elected and installed. the Board of Director:
shall be composed OF: J. S. Gerson, whose
Goldman, whose postoffice address is S25 Ba
rome Street, New Orleans, La; Harry Gold
man, whose postoffice address is 235 Charities
Street, New Orleans, La; with ]. S. Gersor
as President Sam Goldman as Vice4Presi-
dent and Harry Goldman as Secretary-Treas
urer.
ARTICLE VII-This charter may be
amended, and the capital stock of this cor
| poration may be increased or decreased or
/ this corporation may be dissolved and its
| affairs liquidated in the method and manner
provided by law, as now Or hereafter in
4 force.
/ ARTICLE VIII.-No stakeholder of this
corporation shall ever be held liable or re-
sponsible for. the contracts or faults of this
corporation in any further sum than the
unpaid balance on the stock for which he has
| subscribed, nor shall any mere informality
in organization have the effect of rendering
| this charter null or of exposing a stock
holder to any liability other than as above
/ ARTICLE INA etocLboidar r,,r 49,,