The herald. [volume] (New Orleans, La.) 1905-1953, 1919-05-22
CHARTER OF S. SEGARI & CO., INC.

| CHARTER OF S. SEGARI & CO., INC.
| United states OF America, state OF LOUIS
| lana CITY OF New Orleans. be II known
| Inat on inns seventh day oil the month u
| May IN the year one thousand, nine nun
| areu and nineteen; before me, teIlX J. Drey
| ,us 4 Notary FubIc, duy commissioned
ana sworn IN Tor the farisn OF Orleans anG
| city OF New Orleans, therein residing; per
soudIIy appeared the persons whose name:
are hereunIo subscribed, who declared that
ayaillng themselves OF the provisions OF the
| laws OF this State, relative to the organiza
ton OF corporations, and more particularly
Act No. 1oI OF the General Assembly OF
| TINS State, approved July 9, 1914, they nave
| covenanted and agreed and do, by THESE
presents covenant and agree, bind, form and
constitute themselves as we'll as such other
persons who may hereafter JOIN or become
associated with them into corporation OF
body polite in law, for the objects and pur-
poses and under the agreements and stlpu'
| iations following, to-wit:
ARTICLE 1.-The name and style OF this
corporation shall be: IS Segari and Co.,
Inc" and under that name it shall have
and enjoy all the rights, privileges, and ad-
vantages granted by law to corporations; 1t
shall exist for the period OF ninety-nIne
years from this day; 1t shall have the power
to contract, sue and be sued in its corporate
name; to make and use a corporate seal
and the same to break or alter at pleasure
to hold, receive, purchase, convey, mortgage,
hypothecate or pledge property, both real and
personals; to issue bonds, notes and other
obligations or negotiable Instruments; to
have and employ such managers, directors,
officers, agents and other employees as the
interest and convenience Of said corporation
may require or demand; to make and estab-
lish such bylaws, rules and regulations for
the corporate management and control Of. the
affairs of the corporation as may be deemed
necessary and expedient
ARTICLE 1.-THE domicile of said cor
poration shall be established in the City OF
New Orleans, State of Louisiana, and all
citation and other legal process shall be
served on the President, in his absence, on
the Vice-President, and in the absence OF
both, the Secretary -Treasurer.
ARTICLE III.-The objects and purposes
for which this corporation is organized and
the nature of the business TO be carried on
by il are hereby declared to De: to deal in,
buy, sell, consgn and to receive on consign-
ment, fruit, produce, and other food stuffs
and generally to engage in any other bust
ness, undertaking enterprise connected
with, growing cut of, or germane or incl
dental, to any of the objects and purposes
hereinabove set forth or contemplated by
this Charter
ARTICLE IV.-The capital stock of this
corporation is fixed at the sum of One Hun
bred and Fifty Thousand (S150,0O0.0O Dol.
lars, divided into fifteen hundred shares OF
the par value of One Hundred Dollars each
No transfer of stock shall be binding upon
the corporation unless made upon its books,
and all certificates of stock shall be signed
by such officers as may be designated by
the Board of Directors. This corporation
shall have the right to increase its capital
stock to the further sum of Two Hundred and
Fifty Thousand (S2500o0.OO dollars, TO be
divided into shares of hundred dollars
EACH provided said increase in the capital
stock shall have been authorized by the stock
holders at a meeting to be held pursuant TO
the provisions of Article of this charter.
ARTICLE V--AlI the corporate powers of
the company shall be vested in. and the
management and control of its affairs shall
be exercised by a Board of Directors COM
posed OF three stockholders, the member
ship of which may be increased to a num-
Der not exceeding five by the Board of Di.
rectors at any of its regular meetings. A
majority of the directors shall constitute
quorum for the transaction of all business.
The directors shall be elected annually by
ballot on the second Monday in March in
each year. Each stakeholder shall be en-
titled in person or by proxy, to a vote for
every share owned by him, and all cleo
tons shall be held under such rules and
regulations as may be determined by the
Board of Directors, after fifteen days no.
tice by mail of such election shall have
been sent to each stakeholder at his last
known address. The directors thus elected
shall continue in office for year, or until
their successors have been duly elected and
qualified. No failure to elect shall be re.
garded as forfeiture of this charter. Any
vacancy occurring on said board shall be
filled by the remaining directors for the I'M
expired term; the said board shall likewise
elect the additional member in case they
should determine to increase the number OF
said board. Said board shall, at its first
meeting after its election, nominate out Of
its number, a president. a Vice-Presdent
and Secretary-Treasurer; it may divide
the functions of the last named officer and
may even elect a secretary who need not be
director. Said Board of Directors shall
nave the right to appoint and dismiss such
Secretary. clerks, managers and other en-
pioyees OF the corporation as conditions may
Justify or the business of the corporation
my require. The tenure of office of all
the employees of the corporation shall be
during the pleasure of the Board of Directors
Any OF the directors or officers shall have
.ne right to appoint, by. written instrument,
another director or stakeholder to act as his
proxy and in his stead at any and all meet.
ings OF the Board of Directors.
ARTICLE Vino sale or other transfer
OF shares OF stock in this corporation shall
be valid until and unless the OPPORTUNITY has
been first, afforded the shareholders of rer
ord at the date of such transfer. sale or
other alienation TO purchase such stock at
book value plus ten per cent the value 10
oe ascertalned IN the manner herein sub
scrioed The right 10 acquire said stock here
by first vested in the other stockholders Of
record shall follow the stock into anv hands
to which II NAV pass and may he exercised
against the holders thereof within fifteen
DAYS from the time sale or transfer
thereof has been offered to be entered on
The books Of the corporation. It shall be
the duty of any holder Of stock in this cor.
rcration who intends or desire to sell, trans
fer. ALLEVIATE or otherwise DISPOSE of the
same. to give fifteen days notice Of such
intention or desire 70 the Board Of Direc.
tors of the corporation, who are hereby con.
stiiuted agents OF the other stockholders for