The herald. [volume] (New Orleans, La.) 1905-1953, 1919-05-22
CHARTER

the purpose OF such notice, ana SAID ooarC
| OF directors shall give immediate lntorma
ton thereof, in writing, to all the other stock
| holders of record. Before the expiration Of
| the fifteen days from the receipt OF said
| notice by the Board of Directors, any share
holder of record may offer to purchase, and
may acquire the right to purchase said stock
| by notifying the Board Of Directors in writ
| ing and thereafter shall deposit the price
| of said stock in cash with the corporation or
or before fifteen days from the date last
mentioned.
Upon receipt of the first mentioned no
| tice, the Board of Directors shall advise the
person owning said stock, his agent or rep
resentative, to join said board in fixing the
value of said stock, which value shall be es,
tablished on the basis of the last annual
or semi annual statment report of the
corporation and the last monthly trial bal.
ance preceding the date OF such notice, and
to the value thus found and established
there shall be added ten Q0Go) per cent, and
the sum thus found and established shall
constitute the value and price of said stock
II within twenty-four hours after such no
tice the owner, his agent or representative
does not join with the board in establishing
the price or value OF the stock the ooard
NAV proceed without further delay to TX
the said value, using the report and trlal
balance aforesaid for that purpose, which
writings are declared to be conclusive evl-
dence for and against all parties IN interest
in the premises whether the value IS esta0-
agent widow, heirs or representatives, or
by the Board of Directors acting in default
of the cooperation of said person or persons
4, Don RECT OF the offer or acceptance ot
auy shareholder to purchase said stock ana
upon obtaining guarantee satisfactory 10
said board for the price thereof, the Board
of Directors shall thereupon give notice
thereof to the owner of the stock his agent
or representative. and before the expiration
OF the period of fifteen days aforesaid, shall
1911 or repre-
senting such stock and pay the price or
value thereof and cause the same TO be
transferred on the books 10 the purchaser.
The preference option and right TO purchase
other shareholders shall exist in full force
and effect in their favor to acquire the
shares OF stock OF the deceased stakeholder,
and the fornalities and course OF procedure,
the terms, conditions, stipu!atonS and delays
hereinabove established in said paragraph
shall apply in all respects to the procedure
to be allowed in case OF death. lmmedi ate-
" upon receipt of information of the death
Of any shareholder, it shall he the duty
of the Board of Directors to cause the nee
essary steps 10 be taken TO carry out and
enforce these provisions.
The preference, option and right OF purchase
hereinabove establi shed shall run in favor
of each shareholder of record for his virile
share in proportion to his existing holdings
in the stock but should any shareholder
fail to exercise his right in this regard, his
right shall pass to and be absorbed by the
other shareholders. provided that the owner
his widow, heirs or legal representatives. as
the case may be, shall not be Obliged to
deliver said stock unless the offers to pur-
chase the same shall include and cover the
entirety of the offerings under paragraph
first or all of the offerings under paragraph
second All certificates OF stock shall bear
upon their face brief reference to the
rights herein established in favor of the
ARTICLE VII.-No stakeholder shall ever
be held liable responsible for the con-
tracts. faults debts of said corporation,
shall any mere informality in its orgd-
nization have the effect of rendering this
charter null, or of exposing stakeholder 10
any liability beyond the unpaid balance due
on the shares owned by him.
ARTICLE VIlI.-This act OF Incorporation
may be changed, modified or altered, or this
corporation may be dissolved with the assent
of the stockholders owning two-thirds of all
the stock of the corporation, at general
meeting convened for that purpose, and after
at least ten days notice OF this meeting has
been given, in writing, through mail, ad-
dressed to each stakeholder, at his last
known place of residence. In case OF dis
solution, by the expiration of this charter or
otherwise, the stockholders shall elect three
liquidators from among their number, 10 IL
quidate and settle the business and at
fairs of the company. In case of disability
of any one of said commissioners or hqui-
istors, the survivors or remaining liqui-
dators shall appoint a successor to him. The
said liqudators shall have full power to
settle said company's debts, and divide the
money and property among the
stockholders. They shall also have power
to meet and act under the bylaws OF the
and under regulations to be made
by a majority of said liquidators; to fix
the price and prescribe the terms of sale OF
said property and the manner in which the
sale shall be made, and to take notes, and
ponds, secured by mortgage or otherwise for
part of the purchase price for all or any
part of said property, provided however, that
the rights herein conferred upon the Hquida
tors may be modified, changed or denied by
a majority of the shares of the capital stock
Of the corporation. The said liquidators
shall have authority TO sue for and recover
the debts and property in the name of the
name, and they shall be liable in solido to
any creditor or stakeholder for the monies
and property TO the corporation which shall
come into their hands or possession as Ii
quidators and for the proper application and
distribution thereof.
ARTICLE IX-The entire capital stock of
this corporation has been subscribed at the
time of the signing of this charter as fol-
lows: Mrs Simon Segari, whose address is
2402 s. Carrollton Avenue, New Orleans, La,
seven hundred and fifty shares; Simon A.
Segari whose address is 40 City Park Row, |
New Orleans. La. three hundred and seventy
five shares; and Joseph T. Segari. whose |
address is 1921 Sycamore Street. New Or |
leans. La, three hundred and seventy-five
shares.
ARTICLE X.-Until the election to be
held in March, 1920, the following shall con-
stitute the first Beard of Directors, VIZ: JOS /
eph T. Segari, President; Mrs. Simon SegarI, |
and Mr.. Simon A. Segari, Sec
retary- Treasurer.
Thus done and passed in my office on the |
Law. month and year, first above written, !
in the presence of Joseph l.. Weiss and
George A. Dreyfous. competent witnesses:
who frave signed with the appearers and
ne, the Notary, after reading the whole
Witnesses: J. /. Weiss, Geo. A. Drey
;ous.
Original Signed Jos. T. Segari. Presi-
lent; Mrs. s Segari, Vice-President; 5. A
Segari Sec. Treas
FELIX J. DREYFOUS.
Notary Public.
/, the undersigned. Recorder of Mortgages.
n and for the Parish of Orleans, State of