The herald. [volume] (New Orleans, La.) 1905-1953, 1919-03-06
CHARTER.
CHARTER OF RAYMOND J. MARTINEZ
INCORPORATE.


United States OF America. STATE 5i LOUIS
lana, fausI 81 Orleans. City OF New Or
leans. BE Il known, thar on this fourteenth
ll4tlD day oI tie month Jt February, ~ the
year OF our Loyd one thousand ulne AlHd'ct
and nineteen, and "a ,le Independence o.
me United States % America, the one hundred
and 1orty-thlrl Blure me, Conrad e. col
Inns, Notary Public, duly commissioned and
Q.iiltIed. IN and Tor this city and ne Par
-. 81 Orleans, therein residing, and I'LL ;A-
presence OF the witnesses hereinafter uaN-l
and undersigned. Personally came and ap-
pearci, the persons whose names are h1'J1i-
ID subscribed, who declare that ava.llns
themselves Of the provisions OF the laws OF
the state OF Louisiana, and particularly o.
these OF Act Dol VI the Genera. Assembly u
the State Of Louisiana Tor the yea. PA,
they here covenant, agree, and do by these
presents covenant, agree, bind, FORM and
constitute themselves, as well as such other
persons as may hereafter JOIN and become
associated with them, lato corporation and
body polite in law, Tor the objects and pug-
lat.uns following to-wit:
ARTICLE 1.-The name and style OF this
corporation shall be, Raymond J. Martinez,
incorporated, and under that name II shall
and privileges granted by law 10 corpora
tons. II shall exist Tor period OF 81
years from the date hereof, and have power
and authority 10 and be sued in its cor
, seal, ~ break the same at pleasure; TO have
and employ such managers, officers, agents
and employees As the interest and convent
ence Of such corporation may require, and
10 make and establish such bylaws, rules
and regulations for the control and man
agement OF the business and affairs Of the
corporation, as may be deemed necessary
ard expedent.
ARTICLE 1.-THE domicile Of this cor
porati9n shall be in the City Of New Or
n aud NJ 1t.-
legal process shall be served on the Pes
dent, and in his absence on the Secretary or
Treasurer.
ARTICLE III.-The objects and purposes
for which this corporation i formed, and the
business 10 be carried on by 1t are declared
to De; 10 buy, sell and deal III the ful.
sense, At wholesale. in all manufactured
rubber goods Of any nature whatsoever, and
automobile accessories, rubber, leather ana
canvas bclting, Tor its own account or Tor
the account Of others, on commissions or
otherwise, and to engage in or d. all other
things incidental to or necessary Tor the
conductioa OF said business. This corpora
ton is organized for the Immediate purpose
OF taking over the business Of Raymond J.
Martinez in this city, and which business has
an estimated value fixed by the hereinafter
named Board 2f Directors in an estlmatve
inventory thereof, and which said inventory
is made part OF this act, at Seven Thousand
Five Hundred Dollars (T,5OOOOD and the
amount Of capital stock to be issued in pay
ment for the said business 10 be taken over
is fixed at Seven Thousand Five Hundred
Dollars (S7,5OOOO hereinafter shown.
ARTICLE V.--The capital stock Of this
corporation is hereby fixed at the sum OF
Twelve Thousand Five Hundred Dollars
(S12.5OO0O, which said capital stock may be
increased in the manner provided by law TO
the sum Of One Hundred Thousand Dollars.
Said capital stock shall be divided into one
hundred and twenty five shares Q25) Of the
par value of one hundred dollars (Sl00OO
each, to be paid for in cash or property, or
other rights actually transferred to the cor
poration in lieu of cash, from appraised
value set upon said property rights by the
Board of Directors, for which property SO
appraised and transferred the corporation
may issue full paid stock. This corporation
shall begin business Immediately upon the
filing Of this charter in the Mortgage office
Of this Parish.
ARTICLE V.-No stakeholder of this cor
poration shall offer for sale sell assign or
transfer his stock in this corporation with
out first giving TO the other stockholders
80 days prior notice OF such intention, by
notice thereof given in writing to the Presi-
dent of the corporation, and shall by said
president be made known to the Directors
OF the corporation and the other stockhold-
ers, they shall have the privilege OF purchas-
ing said stock at the book value thereof for
a period of thirty days, from the delivery
( of said notice to the president The stock
of said corporation may be transferred un.
der the above conditions, provided, said
transfer thereof be made on the books OF
said company, at its office, and upon the
surrender of the certificate therefor. No
transfer of any fractional part of share
shall be made.
ARTICLE VI.-All the corporate powers of
this corporation shall be vested in and the
management and control Of its business and
affairs be exercised by a Board of Directors
composed of Three 90 stockholders. A ma
jority OF the directors shall constitute a
quorum for the transaction Of business. The
directors shall be annually by ballot, begin
ming on the 3rd Monday of February, l920
all elections shall be held under such rules
and regulations as may be determined and
fixed by the Board of Directors. Ten days
written notice of such election shall be
sent to his last known address, or by pub
LEGATION, for, at least. three times in 10
days preceding such election in one Of the
daily English newspapers in the city OF
New Orleans. No failure to hold such cleo
ton shall be regarded as a forfeiture OF
this charter. Any vacancy occurring in said
Board of Directors shall be filled by the re-
naming directors for the unexpired term.
The first Board OF Directors of this Com
pany shall consist of Raymond J. Martinez,
residing at 6O22 Pitt Street, New Orleans,
La; c. F. Moreland, residing at S3l Henry
| Clay Avenue. New Orleans, La; and Jno.
F. McFertridge, residing at 1910 St. Charles
Avenue, New Orleans, La, with Raymond J.
/
as Secretary, and John T. McFertridge as
| Treasurer. The three above named shall
| constitute the first Board of Directors and
| shall serve until their successors are duly
elected and qualified. The Board of D-
! rectors shall after each election, elect from
their number a President, a Secretary and
! a Treasurer.
| ARTICLE VII.-No stakeholder shall ever
be held liable responsible for the con-
tracts, faults or debts of this corporation,
nor shall any mere informality in its or
| ganization have the effect of rendering this
charter null, of exposing a stakeholder
to any liability beyond the unpaid balance
due the shares of stock subscribed by
him. This act of Incorporation may be
changed, modified, altered. or this cor
the provisions of Section Nos. and Is Of
Act 267 of the General Assembly of the
State of Louisiana for the year 1914. In the
event of the dissolution Of this corporation
! by the expiration OF its charter or otherwise.
its business and affairs shall be liquidated
and terminated by three liquidators TO be
selected by and from the stockholders. at
the meeting which shall decide to iquidate.
and of which meeting IS days full notice, by
registered mail, must be given TO each stock
holder. Such liquidators shall have full
power and authority to settle all the bust
ness and affairs of the corporation. In case
| of the death or disability of any of said
| liqudators, the survivor or survivors shall
| appoint successor or successors TO him or
! them among the stockholder.
ARTICLE VIII.-The stockholders have
respectively written opposite their names the
amount Of stock in this corporation sub
scribed for each of them, so that this act
NAV serve as the Subsrrintion Iist nf said