The herald., 1919-06-05
CHARTER.
ACT OF AMENDMENT OF GRoSSMAN.
WEINFELD MILLINERY COMPANY,
LIMITED.

hereinafter named and underS gncd; person
ally came and appeared: Adolphe Grossman
and Isidore Grossman, of the full age OF
majority, residents OF New Orleans Louis. !
lana President and Vice President Of Gross
man Nelnfeld Millinery Co., Ltd. who de.
clared that acting by virtue OF and pursuant !
to resolution OF the stockholders of the !
SAID corporation adopted at a general meet
ing OF the said stockholders called for the
purpose of amending the charter of the said
corporation, on the fifth day of May. 1919, all
the stockholders being present and all no
tees OF any kind whatsoever being waived
by unanimous consent, they do bv these
presents, in order to carry into effect the
sald resolution, certified copy whereof is
hereunto attached and made a part hereof
declare that the charter of the Cirossman-
Nelnteld Millinery Company. Limited, shall
be changed and amended to read as follows.
to-wit
BE it known that on this nineteenth day
OF the month OF May, 1904, before me- Benja.
MIN Dry, Notary Public in and for The
Parish OF Orleans, in the State of Louisiana
duly comm ssoned and qualified, and in the
presence OF the witnesses hereinafter named
and undersigned, personally came and ap-
peared the persons whose names are he-eunto
subscribed, all OF lawful age and residing in
this City, who severally declared that, avail
ing themselves of the provisions of an act
Of the Legislature of this State known as
Act No. SO of the Session OF 1888, as well as
OF the provisions OF the General Laws of this
State relative 10 the organization of corpo,
rations, they have formed and organized
and by these presents, do form themselves
INTO and constitute a corporation for the
objects and purposes and under the stipula-
tons and agreements hereinafter set forth
which they adopt their charter to-wit:
ARTICLE 1.-THE name and title of this
corporation shall be GroSsman Bros. Mill
merry Co., Inc, of New Orleans Louisiana,
and II shall have its domicile in the CITY
OF New Orleans, and it shall have and en-.
Joy succession under its corporate name for
\ "a q ~
the date hereof 1t shall have power and an.
thoTity to hold, purchase, sell, convey, lease
pledge or mortgage property, movable or i'm
movable and personal property and effects.
and sue and be sued, and il NAV have
seal with such inscription and device as
may be selected by the Board of Directors
Inc PRESIDENT or, in the event Of his death.
sickness, absence or inability 10 act from
any cause, the Nice-Presdient is hereby de
signated as the proper officer upon whom
CITATION and all other legal process shall
be served.
ARTICLE 1.-THE objects and purnoses
tor which this corporation is established and
the nature OF the business to be carried on
by 1t are hereby declared to be- to pur,
chase, sell and manufacture millinery ard
millinery goods of all kinds and descrip-
tons, and all articles appertaining thereto
and all other merchandise connected there
WIN. and IN fact engaging in any and all
legitimate commercial pursuits witbout any
restrictions whatsoever and generally n a.
and perform all such other acts and things
as may be requisite and necessary 10 carry
OUT its objects and purposes or those inciden-
tai TO its business
ARTICLE III-The Capital stock Of tbis
o93iPPialon rs hereby declared to be the sum
Vi .Elghty-tVe Thousand Dollars (SS5OOOOO
divided into Eight Hundred and Fifty shares
ISoo) OF the par value of One Hundred Dol
taTS (slOo) each, which shall be paid for in
luiI al me time OF subscription in cash when
Z he fAr al,
Of property or in payment of labor done or
Tor services rendered as the Board of Direc.
tors may direct. All shares shall be issued
as iutl pald and non assessable and no trans
Ter OF stock shall be binding upon the com
pany unless recorded on its books. The
capital stock of this corporation NAV he in
creased 10 an amount not TO exceed the SIM,
of Three Hundred Thousand DoIIa-s Csson M
10000. 1 O-'a's' 's'Oo'-
ARTICLE IV.-The business and affairs
Oh TINS corporation shall be transacted by
a Board of Directors to be composed NJ
i've stockholders, three of whom shall be
quorum necessary to transact the business
OF this corporation. The Board of Directors
S ;ts as soon as elected, elect from among
IT'S members. a President, a Vice Presiden;
and Treasurer. who shall act as Secretary.
The first Board of Directors shall consist
OF Adoiphe Grossman, Isidore Grossman and
GrossTnan as President, Isidore Grossman as
Nice-President and Louis NJ Grossman as
Treasurer. all of whom shall hold their of.
noes until the first Monday of June. 1919.
qualified. Each Board of Directors herein
above named shall have the power to elect
from the stockholders in this corporation the
other two to make up the Board of five
prot no p ior IN this charter. All vacancies
other cause, may be filled by the remaining
directors for the remainder of the term.
On the first Monday of June, 1919, and
tnereatter on each and every thirty first day
OF December, there shall be held an election
OF directors, at the domicle of the corpora
ton. after fifteen days notice in writing by
mai or IN person shall have been given to
each stoekholder or to his duly qualified
agent, by the Secretary of this corporation
SAID directors shall take their seats and enter
into the duties of their office on their eIec.
ton. and shall hold their office until Tune
!, 1872 and thereafter until December 81.
qualified
ARTICLE V-.No stakeholder in this cor
poration shall be eligible as a director
thereof unless he holds and owns in his
own name and continuous so 10 hold and
own during his incumbency at least two
shares OF the capital stock of this corporation.
Each share of stock shall be entitled 70
one vote to be cast either in person or by
written proxy, and no stakeholder shall be
entitled to vote on his stock either in per.
son or by proxy unless said stock shall
| have been owned by him and registered in
ms name on the books of the company at
least fifteen days before the date of the
meeting at which he shall offer to vote
thereon. Three directors of this corporation
present or represented by written proxy held
| by another director shall constitute quorum
tor the transaction and management of all
the business and affairs of the company
| The Board of Directors shall have the
| night to make and adopt by majority vote
such rules, bylaws, and regulations as are
not repugnant to this charter, and the right
| to alter and amend and modify the same
as they think proper. And they shall have
the power to make all sales, purchases and
contracts whether for cash or on credit, to
borrow money and to hire and discharge all
full power to do all other things requisite
and necessary for the proper management of
| the affairs of the company
AK!ICLE Vino stakeholder shall have
| the right to sell or to dispose of any of
his stock without first giving this CORPORA
ton ten days written notice of such intend
| ed sale. and allowing this corporation the
! night OF purchasing the said stock at book
value thereof, after which the stock NAV be
sold by the owner thereof at will, if said
right IS not taken advantage of by the cor
ARTICLE VII.-This act of Incorporation
may be changed or altered or this corpora.
ton may be dissolved in accordance with
the laws of the State of Louisiana
ARTICLE V11I.-At the termi nation of thi 8
charter by limitation or otherwise the busi.
ness and affairs Of this corporation shall be
liquidated by two commissioners 10 be ap-
pointed from among the stockholders at a
general meeting convened for that purpose
after thirty days prior notice in writing by
mani or in person shall have been given to
tnrE hO1A Arc h.. -