The herald., 1919-03-20
CHARTER OF THE P c. DoERR COM
PANY INCORPORATED

| leans.
! Be it known, that on this first day Of
the month OF February, in the year Of
our Lord one thousand nine hundred and
nineteen and Of the Indepcndecc of the
! United States Of America the one hundred
and forty third: Before me, Arthur A
Moreno, a Notary Public, duly commission
ed and qualified. in and for this City and
the Parish OF Orleans, therein residing, and
| IN the presence OF the hereinafter named
| and undersigned witnesses, personally came
and appeared the following persons whose
names are hereun;o subscribed, together with
the amounts Of their respective subscriptions
| TO the capital stock Of the corporation to be
| formed. who severally declare that, awaiting
! themselves OF the provisions OF the general
| laws OF the State OF Louisiana relative to
the organization OF corporations. they have
covenanted and agreed, and do by these pres
entS covenant and agree. and bind and OBJ
! lIgate themselves. as well as such other per-
sons as may hereafter become associated
WIN mem or their successors, to form and
corutute themselves into corporation and
body polite in law, and for the objects and
purposes and under the agreements and stipu-
lations following, to-wit:
ARTICLE The name and title Of this
corporation shall be the p c D1err Con.
pany, Incorporated. and by that name said
corporation shall have power and authority to
! nave and enjoy succession for the full term
! OF ninety nlne years from the date hereof
TO contract sue and be sued; to make and
ceive, lease, hold, sell and convey. as we'll
as mortgage and hypothecate, property. real,
personal and Mixed to name and appoint
such officers and agents as the interest of
SAID corporation may require; and to make
and establish such bylaws and regutions
tor the proper management and regultion of
its affairs as may be deemed necessary. and
the name to change, alter and amend at
plesure.
ARTICLE 1.-THE do-nicile of said corpo-
ration shall be in the City OF Ne wOrleans.
State of Louisiana and all citation and
other legal process shall be served upon the
president of said corporation, or in case of
his absence upon the vice-president or in
case OF the absence of both of these Off
GERS, upon the secrtary thereof
ARTICLE III.-The objects and purposes
tor which this corporation is established, and
the nature OF the business to be carried or
by II are to buy, sell. and manufacture fur
niture, and househald furnishings and goods.
and to those ends to purchase, use lease
mortgage or otherwise acquire movable or
lmmovabie property, and generally to do all
acts and enter into all contrcts that may
be necessary, convenient, TO appropriate in
the accomplishment of the aforesaid purposes
OF buying and selling furniture. household
supplies and accessories and to do all other
kindred acts, or engage in such businesses
as are necessary, requisite or usually operated
IN connection with the buying and selling
Of furniture and household supplies and ac.
cessories of all kinds.
ARTICLE IV-The capital stock of this
corporation shall be s25,0O0o, divided into
and may be increased to the sum of slOO,,
OO0OO divided into 1000 shares of the oar
value OF $1,000 each, and this corporation is
to be going concern when one-half of the
capital stock has been issued and subscribed
tor Each share of stock shall be entitled
to one vote at all general elections Should
the capital stock OF this corporation ever be
increased over the sun, of .$25,oCOOO, then
issued shall first be offered to the holders
OF stock at the time of issuance of said new
stock IN the proportion in which the said
stockholders shall at the time of issuance
hold stock in this corporation.
ARTICLE V.-No stockholders shall ever
be held liable or responsible for the indebt-
edness, fults defaults of this corporation
nor shall any mere informality in the orga-
nizaton OF the corporation have the effect
OF rendering the charter null or of exposing
the stockholders to any liability beyond the
unpaid balance. if any, on his stock SUBJ
scription. Should any stakeholder desire to
sell his stock, he shall first offer the same
to the stockholders of the company through
its board of directors and the stockholders
who desire to purchase shall have the right TO
purchase the same in the proportion to their
holdings OF stock in the company. Should
said stockholders in fifteen days after notice
having been given in writing, fail or refuse
to purchase the stock offered for sale. such
stock may be sold to any one. No transfer
OF stock shall be made Or held to be valid
and binding unless made on the books of the
company, and unless made in pursuance of
the provisions of this charter.
ARTICLE VI-This corporation shall have
all powers granted to such corporations by
law and shall have the power to contract,
sue and be sued in it's corporate name, and
to own, hold, receive, loan, lease, purchase,
sell and convey or mortgage any and all of
its effects or to hypothecate its property and
to do any and all acts and things of any
l..
necessary to carry out the objects and pur-
poses of said business as its interests and
convenience may require.
ARTICLE VII.-The business of said cor
poration shall be directed by and vested in
board of directors of three stockholders
two of whom shall constitute a quorum for
the transaction of business, and the said d.
Tectors as first constituted shall be P. c.
Doerr Alvin Z. Carpenter and ]. J. Mulligan
and two others to be selected by the three
above named directors and they shall hold
office until the second Monday of January.
1920. and on that day and from each and
every day thereafter elections shall be held
annually for directors at the principal office
OF the corporation. Failure to hold an cleo.
ton on the day specified shall not dissolve
the corporation, but the rectors in office
election shall be held after thirty days no.
tice of the time and place thereof given to
each stakeholder. The annual election shall
be held on the second Monday in January,
!i'@o, anu tneIedIter on the second Monday
IN January in each succeeding year, and the |
election shall be held between the hours
OF a. m. and p. m. All vacan- |
cies on the board of directors for whatever
cause shall be filled by the remaining d. |
rectors. P. C. Doerr shall be the first
president and manager, Alvin C. Carpenter |
shall be the first vice president and 7. 7. |
Muligan shall be the first secretary-treas. |
urer and they shall hold office until the sec. |
ond Monday in January, 1920, and each sue |
ceeding board or directors shall elect its
principal officers for the term of their cleo |
ton and only stockholders shall be eligible |
for election as member of the board of |
directors.
ARTICLE VIII.-Whenever this CORPORA |
ion is dissolved, either by Limitation or for |
any other cause, its affairs shall be Iiqui. |
dated by the board of directors. who are |
hereby vested with full power to sell any or |
all assets of the corporation, either sepa. |
rately or in mass, and to convey full and |
complete title thereto. and shall have full |
power to do and perform all acts necessary
and proper TO fully and completely liquidate |
the affairs and distribute the proceeds. il |
any, among the stockholders of the said cor |
poration to the amount of stock held by |
each.
ARTICLE IX-This act of incorporation |
may be amended altered or modified or this |
corporation dissolved by vote of three |
fourths of the shares of the total amount of |
stock at meeting convened for that pur- |
pose after ten days notice in writing, mailed |
to the address of each stakeholder
Thus done and passed in my notarial Of |
Louisiana. on the day, month and year first |
in he sc