The herald., 1919-05-22
CHARTER.
ACT OF AMENDMENT OF GROSSMAN-
WEINFELD MILLINERY COMPANY,
LIMITED.


Beer, Notary Public in and for the Parish
OF Orleans, State Of Louisiana. therein re.
siding duly sworn, commissioned and quail
fled, and in the presence OF the witnesses
hereinafter named and undersigned; person.
ally came and appeared; Adolphc GrO>sman
and Isidorc GroSsman. OF the full age OF
majority, residents OF New Orleans Louis
lana President and Nlce-Presldcnt Of GROSS
man-Weinfeld Millinery Co., Lid, who de
cared that acting by virtue OF and pursuant
to a resolution OF the stockholders OF the
said corporation adopted at 4 general meet.
ing Of the said stockholders called Tor the
purpose of amending the charter OF the said
corporation, on the fifth day Of May. 1910, all
the stockholders being present and all no
tees Of any kind whatsoever being waived
by unanimous consent, they do by these
presents, in order to carry into effect the
said resolution, certified copy whereof Is
hereunto attached and made a part hereof.
declare that the charter OF the Grossman
Weinfeld Millinery Company, Limited, shall
be changed and amended 10 read as follows.
to-wit:
Be ii known that on this nineteenth day
Of the month of May, 1904 before me. BenJa
min Dry, a Notary Public in and for the
Parish OF Orleans, in the State of Louisiana,
duly COMM ssioned and qualified, and in the
presence OF the witnesses hereinafter named
and undersigned, personally came and ap-
pcared the persons whose names are hereuntO
subscribed, all Of lawful age and residing in
this City, who severally declared that avail
Of the Legislature OF this State known as
Act No. 80 of the Session of 1883, as we'll as
OF the provisions Of the General Laws of this
State relative TO the organization OF COrpo-
rationS, they have formed and organized,
and by these presents, do form themselves
into and constitute a corporation for the
objects and purposes and under the stipula-
tions and agreements hereinafter set forth
which they adopt as their charter. to-wit:
ARTICLE 1.-The name and title OF this
corporation shall be GrosSman Bros Mill
merry Co., Inc, of New Orleans Louisiana,
and it shall have its domicile in the City
Of New Orleans. and it shall have and
JOY succession under its corporate name for
period OF ninety-nine years from and after
the date hereof. 1t shall have power and All
thorlty TO hold. purchase, sell, convey, lease,
pledge or mortgage property, movable or i'm
movable, and personal property and effects,
and and be sued, and it may have
seal with such inscription and device as
may be selected by the Board Of Directors
The President or, in the event of his death,
sickness, absence or inability to act from
any cause, the Nice-Presdent is hereby de
signated the proper officer upon whom
citation and all other legal process shall
be served.
ARTICLE 1.-THE objects and purposes
for which this corporation is established and
the nature of the business to be carried on
by 1t are hereby declared TO be: to pur-
chase, sell and manufacture millinery and
millinery goods of all kinds and descrip-
/ tlpIs, anu all drtCleS appertalnlng thereto,
and all other merchandise connected there
with. and IN fact engaging in any and all
legitimate commercial pursuits without anv
restrictions whatsoever and generally TO do
and perform all such other acts and things
| as may be requisite and necessary to carry
| out its objects and purposes or those inciden-
| tai to its business
! ARTICLE III.-The Capital stock of thi :
/ corporation is hereby declared to be the sun
OF Eighty-five Thousand Dollars (SS5,OOOOO)
divided into Eight Hundred and Fifty shares
t0o0 OF the par value of One Hundred Dol.
lars (SlOO each, which shall be paid for in
J full at the time of subscription in cash when
subscribed or be given for the purchase price
/ OF property or IN payment of labor done or
tor services rendered the Board of Direc-
tors may direct. All shares shall be issued
as null paid and worcestershire and no trans
ter OF stock shall be binding upon the com.
pany unless recorded its books. The
/ capital stock OF this corporation NAV be in
creased to amount not TO exceed the sum
OF Three Hundred Thousand Dollars $780,
0O00O. ~
! ARTICLE IV.-The business and affairs
OF this corporation shall be transacted by
a Board OF Directors to be composed OF
flve stockholders, three OF whom shall be
a quorum necessary to transact the business
OF this corporation. The Board of Directors
shall, as soon as elected elect from among
us members, President, 4 -Presideni
and treasurer, who shall act as Secretary.
The first Board of Directors shall consist
OF AdoIphe Grossman, Isidore Grossman and
Louis NJ. Grossman, with the said Adolphe
Grossman as President, Isdore Grossman as
Nlce-Presldent and Louis NJ. Grossman as
treasurer, all OF whom shall hold their of
hoes until the first Monday OF June, 1919
or until their successors are elected and
qualified Each Board of Directors herein
above named shall have the power to elect
from the stockholders in this corporation the
other two to make up the Board of five
provided for in this charter. All vacancies
on Inc Board from death, resignation, or any
other cause, may be filled by the remaining
directors for the remainder of the term.
On the first Monday of June, 1919, and
thereafter on each and every thirty first day
OF december, there shall be held an election
OF directors, at the domcile of the corpora
tion, after fifteen days notice in writing BY
mail or IN person shall have been given tc
each stockholder or to his duly qualified
agent, by the Secretary of this corporation
Said directors shall take their seats and ente,
into the duties of their office on their cleo
ton, and shall hold their office until Junt
l, l9l9, and thereafter until December 81
OF untii their successors are elected ant
ARTICLE V-.No stakeholder in this cor
poraton shall be eligible as a directo,
thereof unless he holds and owns in hi.
own name and continuous so to hold anC
own during his incumbency at least tw,
shares of the capital stock of this corporation
Each share OF stock shall be entitled Il
one vote to be cast either in person or b,
written proxy, and no stakeholder shall b,
entitled to vote on his stock either in per
son or by proxy unless said stock shall
nave been owned by him and registered il
has name on the books of the company a
least fifteen days before the date of tn,
meeting at which he shall offer to vot,
thereon Three directors of this corporation
present or represented by written proxy hel,
by another director shall constitute quorum
tor the transaction and management of al
the business and affairs of the company
The Board of Directors shall have tn,
right to make and adopt by a majority vot
such rules, bylaws, and regulations as ar,
not repugnant to this charter and the RICH
to alter and amend and modify the SAM
as they think proper. And they shall hav
the power to make all sales, purchases an,
, contracts whether for cash or on credit t
borrow money and to hire and discharge al
employees and fix all salaries, and in fac
tull power to do all other things requisite
and necessary for the proper management o
the affairs of the company
ARIlCLE Vino stakeholder shall hay
the right to sell or to dispose of any o
! his stock without first giving this corpora
ton ten days written notice of such intend
ed sale. and allowing this corporation tn
! right of purchasing the said stock at boo
! value thereof, after which the stock NAV b
! sold by the owner thereof at will, if sal
i, right rs not taken advantage of by the cor
, poraton.
! ARTICLE VII.-Ths act of incorporation
may be changed or altered or this corpora
ton may be dissolved in accordance wit
the laws of the State Of louisiana
ARTICLE VIII.-At the termination of thi
charter nv limitation mr. otherw;se .ba h,,s;