The herald., 1919-05-15
CHARTER OF S. sEGARI & CO., INC.

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rama NIty OF New orleans. be II KNOWN
lnat on tnIs seventh day OF the month "a
May, In year one thousand, nine nun
dreu and nineteen; before me, feIIX J. Drey-
.,,a,, d NUtary IuoIIC, duly commissioned
anu sworn IN Tor the far.sn OF orleans anu
city OF New Orleans, therein residing; per
,OnaiIy appeared the persons whose names
ale hereuuto subscribed, VINO declared that,
ayailng themselves or the provisions OF the
laws OF this state, relative to the orgdniZa-
non OF corporations, and more particularly
Act No. lo/ OF the General Assembly or
this State, approved july y, 1914, they nave
cuvenanted and agreed and do, by these
presents, covenant and agree, bind, form and
constitute themselves as well as such other
persons who may hereafter JOIN or become
associated with them into corporation or
BODY polite in law, for the objects and pur-
poses and under the agreements and supu-
lations following, to-wit:
ARTICLE 1.-The name and style of this
corporation shall be: IS. Segari and Co.,
Inc," and under that name 1t 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; it shall have the power
to contract, sue and be sued in its corporate
name; to make and corporate seal;
and the same to break alter at pleasure;
TO hold, receive, purchase, convey, mortgage,
hypothecate pledge property, both real and
personal; to issue bonds, notes and other
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 foi
| 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
-, otb hall he
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
buy, sell, consign and to receive on consgn-
| ment, fruit, produce, and other food stufts
and generally to engage in any other 6usi,
| ness, undertaking or enterprise connected
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 (Sl50,0O0.0O 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
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 ($25O0O COZ dollars. to be
divided into shares of one hundred dollars
each, provided said increase in the capital
stock shall have been authorized by the stock
holders at meeting to be held pursuant to
the provisions of Article V of this charter.
ARTICLE V.-All the corporate powers of
the company shall be vested in, and the
management and control of its affairs shall
be exercised by Board of Directors COM
posed of three stockholders, the member
ship of which may be increased to num-
Der not exceeding five by the Board of Di-
rectors at any of its regu ar 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 vote for
every share owned by him, and all cleo.
tions shall be held under such rules and
regulations as may be determined by the
Board of Directors, after fifteen days
tice by mail of such election shall have
known address. The directors thus elected
shall continue in office for one 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 un.
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, president a Vice.President
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
have the right to appoint and dismiss such
secretary. clerks. managers and other en-
Ployees of the corporation as conditions may
Justify or the business of the corporation
may require. The tenure of office of all
the employees of the corporation shall be
! during the pleasure Of the Board of Directors
1 Any OF the directors or officers shall have
the 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 rec
ord at the date Of such transfer, sale or
other alienation to purchase such stock at
book value plus ten per cent the value TO
be ascertained in the manner herein sub
1 seribed. The right TO acquire said stock here
by first vested in the other stockholders Of
| record shall follow the stock into any hands
/ to which II NAV pass and may be exercised
| against the holders thereof within fifteen
days from the time anv sale or transfer
thereof has been offered TO be entered on
| the books of the corporation. II shall be
| the duty OF any holder Of stock in this cor
ooration who intends or desire to sell. trans.
fer, ALLEVIATE or otherwise dispose of the
same. to give. fifteen days notice of such
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