The herald. [volume] (New Orleans, La.) 1905-1953, 1919-06-12
CHARTER.
ACT OF AMENDMENT OF GRoSSMAN
WEINFELD MILLINERY COMPANY,
LIMITED.

ued, and in the presence OF the witnesses
hereinafter named and undersigned; person.
ally came and appeared Adolphe Grossman
and lsldore GrOsSman, of the full age OF
majority, residents of New Orleans Louis.
lana President and Vice-President OF Gross.
man-Weinfeld Millinery CO., Ltd. who de
clared that acting by virtue OF and pursuant,
to a resolution of the stockholders of the
said corporation adopted At Il 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 by these
presents. in order to carry into effect the
SAID resolution, certified copy whereof IS
hereunto attached and made a part hereof
declare that the charter Of the Grossmar-
Wenfeld Millinery Company, Limited shall
he changed and amended to read as follows,
to-wit:
BE it known that on this nineteenth dav
Of the month OF May, 1904, before me, Benja
min Dry, a Notary Public in and for the
Parish OF Orleans, in the State Of Louisiana.
duly COMM ssioned and qualified. and in the
presence OF the witnesses hereinafter named
and undersigned. personally came and ap-
peared the persons whose names are hercuuto
subscribed, all Of lawful age and residing in
this City, who severally declared that, avail
ing themselves Of the provisions OF an ac
OF the Legislature Of this State known as
Act No. 20 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 as their charter. to-wit:
ARTICLE 1.-The name and title of this
corporation shall he Grossman Bros. Mill
merry Co.. Inc, OF New Orleans Louisiana,
and il shall have its domicile in the City
OF New Orleans. and II shall have and en-
Esr.y.
q, period Of nnety-nine years from and after
the date hereof. 1t shall have power and au-
thorlty to hold, purchase. sell, convey, lease,
pledge or mortgage property, movable or i'm
and sue and be sued, and il may have
seal with such inscription and device as
may he selected by the Board of Directors
The President or, in the event of his death,
sickness, absence or inability TO act from
any cause, the Nice-Presdient is hereby de
slgnated as the proper officer upon whom
citation and all other legal process shall
be served.
ARTICLE 1.-THE objects and purposes
tor which this corporation is established and
the nature OF the business to be carried on
by 1t are hereby declared to be: TO Dur
chase, sell and manufacture millinery and
millinery goods of all kinds and descrip-
tons, and all articles appertaining thereto
and all other merchandise connected there.
with, and in fact engaging in anv and all
restrictions whatsoever and generally TO do
and perform all such other acts and things
as may be requisite and necessary to carry
our MS OBJECTS and purposes those ncden
tai TO its business.
ARTICLE IlI.-The capital stock of this
corporation is hereby declared to be the sum
/ OF Eighty-five Thousand Dollars (ss5.COlOO)
divided into Eight Hundred and Fifty shares
ISSJ) OF the par value of One Hundred Dol
iars (SlC0 each, which shall be paid for in
! he - nf E.,te1
subscribed or be given for the purchase price
/ 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 full paid and non-assessabe and no trans.
fer of stock shall be binding upon the com
pany unless recorded on its books. The
capital stock of this corporation may be in.
creased to an amount not to exceed the sum
10000. N''
! ARTICLE 1V.-The business and affairs
/ OF this corporation shall be transacted by
a Board OF Directors to be composed OF
five stockholders, three of whom shall be
a quorum necessary to transact the business
OF tins corporation. The Board of Directors
shall, as soon elected, elect from among
ITS members, President, a Vice President
and Treasurer. who shall act as Secretary.
The first Board of Directors shall consist
OF Adolphe Grossman, 1sidore Grossman and
Louis NJ. Grossman, with the said Adophe
Grossman as President, Isidore Grossman as
Nice-President and Louis NJ Grossman as
Treasurer. all of whom shall hold their of
tlees 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
provided for in this charter. All vacancies
on the Board from death, resignation. or any
other cause, may be filled by the remaining
directors for the remainder of the term.
On the first Monday of June. 1919, and
thereafter. on each and every thirty-firs day
OF December, there shall be held an election
| OF directors. at the domicile of the corpora
ton, after fifteen days notice in writing by
mail or in person shall have been given to
each stakeholder 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 cleo
tion; and shall hold their office until June
i. 1912. and thereafter until December 81
or until their successors are elected and
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 to hold and
own during his ncumbency at least two
shares of the capital stock of this corporation
Each share of stock shall be entitled to
one vote to be cast either in person or by
written proxy, and no stakeholder shall be
entitled to vote his stock either in per
SON or by proxy unless said stock shall
nave been owned by him and registered in
his name on the books of the company al
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 a quorum
for the transaction and management of all
the business and affairs of the company.
The Board of Directors shall have the
| right TO make and adopt by a 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, &c
borrow money, and TO hire and discharge all
employees and fix all salaries, and in fac
full power to do all other things requisite
and necessary for the proper management Of
the affairs of the company.
| ARTICLE 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
right of purchasing the said stock at boob
value thereof, after which the stock may be
sold by the owner thereof at will, if said
right rs not taken advantage of by the cor
poration.
ARTICLE VII.-This act of incorporation
may be changed or altered or this corpora
ton may be dissolved in accordance witt
the laws of the State of louisiana
| ARTICLE V1II-At the termination of thit
charter by limitation or otherwise. the bust
ness and affairs of this corporation shall bt
iuuidated by two missioners TO be ap
pointed from among the stockholders at
general meeting convened for that purpos,
after thirty days prior notice in writing by
=