The herald. [volume] (New Orleans, La.) 1905-1953, 1919-05-15
CHARTER.
CHARTER OF MENTE & CO., INC.

lana, City of New Orleans. BE il known
that on this thirty first day Of the montl
of March, in the year of our Lord, one thou
sand nine hundred and nineteen, and Of The
independence of United States of America
the one hundred and forty third; before me
Henry y. Dart, Jr.. a Notary Public, duly
commissioned and qualified, in and for this
City and the Parish of Orleans, therein re
siding, and in the presence of the wltnesse:
hereinafter and undersigned, personally came
and appeared, the persons whose names are
hereunto subscribed, who declared that
availng themselves Of the provisions OF the
laws of this State, relative to the organlza
ton of corporations, they have covenanteC
and agreed, and do, by these presents, cove
nant and agree, bind. form and constitute
themselves, as well as such other persons
who may hereafter join or become associated
with them into corporation and body poll,
tic in law for the objects and purposes, and
under the agreements and stipulatons toll
lowing, to-wit
ARTICLE 1.-The name and title Of this
corporation shall be, Mente K Co., Inc, and
under its corporate name 1t shall have and
enjoy existence and succession for the term
of one hundred years from this date, and
all the rights. advantages and privileges
granted by law TO corporations, Including
power 10 contract, sue and be sued IN Its
corporate name; TO make and use corporate
seal and the same TO break and alter at
pleasure; TO hold, receive, purchase, convey,
mortgage, hypothecate and pledge property,
real and personal; to issue bonds, notes and
other obligations; 10 have and employ man
ayers, directors, officers, agents and other
employees, as the interests and convemences
of the corporation may require; and to make
and establish such committees and to create
such bylaws, rules and regulations tor the
corporate management and for control OF the
affairs of said corporation as may be deem
ed necessary and expedlent.
ARTICLE 1.-THE domicile of the corpora
ton shall be the City of New Orleans, State
of Louisiana. Citation and other legal pro
cess shall be served on the President, or in
his absence, or inability TO act from any
cause whatsoever, upon a Nlce-President or
the Secretary Treasurer.
ARTICLE II-The objects and purposes
Of this corporation are to engage in trade
and commerce in all its forms, shapes ana
phases, to import and export; TO deal and
operate at wholesale and retail, as prlncipai'
agent, on commission or otherwise IN Dur
laps. twines, bagging. patches, ties ana COZ
ton or other textile fabrics, IN genera n ma
chandise. and in all vegetable fi0res' ana
ali kinds of metals; TO spin, weave anu
manufacture and sell the same and the nm nm
ished products thereof; TO own, opela'e az
conduct mills, machinery, TOOLS ana app
ances for the uses and purposes OF the pusi-
ness and the same to change, alter, suosu-
tute. sell and hypothecate at wlll, anu IA
brief. TO produce, acquire, handle, uaue az az
and sell all goods, wares, and merchahui ;, VI
every description; to acquire me gooi NJ Me-
Inns
q Co. and of other persons or corporations
10 have, hold, acquire, possess seil' .1
ALLEVIATE or transfer trade marks ana p!
and patent rights, privileges ana inventions ,;
to hold stock an otheT &c SorS SGa1e Of Louis
Jana and the United States, and generally
10 do and perform all things neediui' neeess
sary, proper or useful Tor the aceohlpitI1l
ment of the purposes OF the eorpoi atiV So
whole in the State of louisiana, the Statee,
Territories and Possessions OF the oniteu
States, and in foreign states and territories
with the right to have offices ana places =,
business and agents and representatives III
any and all of the same. -:
corporation shall be One Million d%o
Hundred and Fifty Thousand Dollars Sl,-
25OOOOO divided into twelve thousand LSe
hundred shares of the par value OF One nun I
dred Dollars each, whereof one million uoi
lars shall be issued for cash, property anu
other things or rights of value, ana TWO
hundred and fifty thousand dollars LOT tne
GOOD will of the commercial firm OF Mehte
Co., which is hereby valued ana ap
praised at more than said sum but never
theless said S25O,OOO of Capital Stock snail
he issued therefor. The capital stock may
be increased to Two Million Dollars. Inc
capital stock of this corporation is issued
received and held under the irrevocable
agreement and contract entered into TOR mu-
tual protection and advantage and as con-
dition of this charter, that
CD No stock shall be sold or transferred
until an opportunity is first afforded al,
other stockholders of record to purchase SAID
shares of stock at book value plus ten per
cent. as shown by the inventory preceding
such notice; written notice shall be gwen
by the owner to the Board OF Directors Tor
the use and benefit of such other stockhola-
ers: il shall be transmitted without delay
by the Board to them and must be accepted
within thirty days from receipt OF the
Boards notice, and paid for in cash within
ninety days from such notice. The stock,
holders shall have the right to buy SAID
shares in proportion to their holdings and
any shares not taken in proportion may DC
taken by the other shareholders. failure
of the stockholders to buy. shall by the mere
expiration of the time limit release the
stockholders from the effect OF this proVis
ion. -,
(2) Whenever any stakeholder whose hoia-
ines together with those of his surviving vile
or children, if any, shall aggregate twenty
per cent or more OF the capital STOCK Oh .iiIs
corporation shall die, his successors, helrs
or legal representatives will have the right
10 tender the whole of the stock OF this cor
poration owned by said decedent and ms
surviving wife or children, If any, to DC
purchased by the surviving stockholders at
the price set out in the first paragraph
hereof 1t shall be the duty OF the Board
of Directors to submit the said offer TO the
stockholders, and if within the time here
inabove prescribed, the offer shall not De
said successors, heirs or legal representatives
shall have the right to demand the dissolu-
ton and liquidation of the corporation and
in default to apply to any court of compe-
tent jurisdiction for dissolution of this cor
poration and the liquidation of the same,
any law to the contrary notwithstanding,
saving always, however, the right to the said
corpor alton in answer TO said proceedings to
dissolve and liquidate in the manner pre-
scribed by the law of louisiana.
90 No stock shall be held in this corpora
ton by employees, who are not officers, ex-
cept such as has been subscribed for in this
charter which may be transferred with
the consent of the Board of Directors TO such
employee at the time of or during employ
ment Whenever such employment ceases
through death, resignation, dismissal or
otherwise, the Board of Directors shall call
the stock of that person for transfer to the
other stockholders as provided in This Char
value as per inventory last preceding such
call, without the additional ten per cent
aforesaid: the said price shall be paid in
cash within sixty days from such call No
stock held or controlled by such employees
shall participate in any new stock hereafter
authorized and issued OF in any stock pres
emily to be issued when sold under the pre-
ceding provisions unless with the consent
OF the Board Of Directors expressed by reso-
buttons entered on the minutes For the
purposes of this Article, the inventory and
books shall be closed as of June 30 and De-
cember 81, in each year from and after De
cember 81, 1919. The substance of the fore
going provisions shall be stated briefly and
succinctly in or on the face Of each certifi-
cate OF stock and this shall be conclusive