The herald. [volume] (New Orleans, La.) 1905-1953, 1919-06-12
CHARTER

u.
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 on
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 the basis of the last annual
or semi annual statment or 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
If within twenty-four hours alter 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 board
NAV proceed without further delay to fix
the said value, using the report and trial
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 estdo-
lished by the joint act of the owner, his
agent widow. heirs representatives, or
by the Board of Directors acting IN default
of the cooperation of said person or persons:
any shareholder to purchase said stock ano
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 ms aeen.
or representative and before the expiration
OF the period of fifteen days aforesaid shali
call in the certificate or certificates repre-
senting such stock and pay the price or
value thereof and cause the same to ne
transferred on the books TO the purchaser.
The preference option and right to purchase
heretofore vested by paragraph first IN the
other shareholders shall exist IN tuil force
and effect in their favor to acquire the
shares of stock OF the deceased stakeholder,
and the formalities and course of procedure,
the terms, conditions, stipulations and delays
hereinabove established in said paragraph
shall apply in all respects to the procedure
10 be allowed in case of death. Immediate
~ upon receipt of information OF the death
Of any shareholder, it shall be the duty
of the Board of Directors to cause the nee,
essary steps to be taken to carry out and
enforce these provisions.
The preference, option and right OF purchase
hereinabove established shall run IN favor
of each shareholder of record for his virlle
share in proportion to his existing hoioings
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 OlleIS u Pun
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 me
rights herein established IN raVor OF INC
stockholders.
ARTICLE VII.-No stakeholder shall ever
be held liable or responsible for the con-
tracts, faults or debts of said corporation
nor shall any mere informally in its orgd-
49, have rendering
charter null, or of exposing stakeholder TO
any liability beyond the unpaid balance due
on the shares owned by him..
ARTICLE VIII.-1his act OF incorporation
NAV 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 genera
meeting convened for that purpose, and after
at least ten days notice of this meeting mas
been given, in writing, through mall 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 thr E;
iiuuidators from among their number, to IL
ouidate and settle the business and az
fairs of the company. In case OF Disability
of any one of said commissioners or iiqui-
dators, the survivors or remaining haui-
dators shall appoint successor to him. Inc
said liuuidators shall have full power to
settle said company's debts, and divide the
remaining money and property among tne
stockholders. They shall also have power
m meet and act under the bylaws OF the
corporation and under regulations to be made
by a majority of said liquidators; TO Tx
the price and prescribe the terms OF SAFE OF
said property and the manner in which the
sale shall be made, and to take notes, ana
honds. secured by mortgage or otherwise for
part of the purchase price for all or any
part of said property, provided however, tnat
the rights herein conferred upon the liqulda-
tors may be modified, changed or denied by
49, ~
of the corporation. The said liquidafors
shall have authority to sue for and recover
the debts and property IN the name OF me
corporation and may be sued by the same
any creditor or stakeholder for the monies
| and property to the corporation winch snail
| come into their hands or possession as II,
quidators and for the proper application ana
| distribution thereof: =.
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.
| Segsri whose address is 40 City Park Row,
| New Orleans, La three hundred and seventy
| five shares; and Joseph L Segari, wnose
address is 1921 Sycamore Street. New vi
leans. La, three hundred and seventy-fiVe
ARTICLE X-Until the election to be
held in March. 1920, the following shall con-
stitute the first Board of Directors, VIZ: JOS
enh T. Segari, President; Mrs Simon Segari'
| V;ce-President and Mr.. Simon A. Segari' Sec
retary-Treasurer. 90. AZ,
Thus done and passed in my office on the
dav. month and year, first above written
in the presence Of Joseph L. Weiss and
George A. Dreyfous. competent witnesses;
who have signed with the appearers ana
me the Notary. after reading the whole
Witnesses: J. L. Weiss, Geo. A. Drey
Original Signed Jos. T. Segari, Pres,-
DEM; Mrs. s. Segar, Vice-President; 5. A.
oesar'' FELIX ]. pREYFOUS.
Notary Public.
l. the undersigned. Recorder of Mortgages;
in and for the Parish of Orleans, State OF
louisiana. do hereby certify that the above
and foregoing Act of Incorporation, OF the
"S Segari and Co., Inc" was this DAY
duiv recorded in my office in Book lzZs'
EMILE 7. LEONARD, by. R.
true COPY from tl1e ORIGINAL act
FELIX J. DREYFOUS:
Notary Public.
Nav IS to June 10, Inc.
CHARTER OF THE LOUISIANA MEDI-
CINE COMPANY.
State of Louisiana, Parish of Orleans, City
sc Neuv Orleans Be il known, that on this