The herald. [volume] (New Orleans, La.) 1905-1953, 1919-05-29
CHARTER OF S. sEGARI CO., INC.

| CHARTER OF S. SEGARI & CO., INC.
| United States OF America, State OF LOUIS
lana city OF New Orleans. lie II known
| mat ON this seventh day OF the month o
| Nav IN the year one thousand, nine nun
| ureu and nineteen; before me, Felix j. DIey
Ioas, Notary Public, duiy commissioned
| and sworn In for the PARISH OF orleans ant
| Ilty of New Orleans, therein residing; per
| ,onally appeared the persons whose name:
| are hereunto subscribed, who declared that
availing themselves of the provisions OF th'
| laws OF this State, relative to the organlza
| ton OF corporations, and more particularly
Act No 2o7 of the General Assembly o.
TINS State, approved July 9, 1914, they have
covenanted and agreed and do, by these
presents covenant and agree, bind, form anc
constitute themselves as well as such othel
persons who may hereafter JON or become
associated with them into a corporation oil
BODY polite in law, for the objects and pur-
poses and under the agreements and stlpu
lations 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; II
shall exist for the period of ninety nine
years from this day; it shall have the power
to contract, and be sued In Its corporate
name; to make and use corporate seal;
and the same to break or alter at pleasure
to hold, receive, purchase, convey, mortgage,
hypothecate or pledge property, both real and
personal; to issue bonds, notes and other
obligations 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-
lsh 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, on 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 it are hereby declared to pc: to deal in,
buy, sell, consign and to receive on cOnsgn-
ment, fruit, produce, and other food stuffs
and generally to engage in any other bust.
ness, undertaking or enterprise connected
with growing out 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
dred and Fifty Thousand ($l500O0!OO 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 ($250,0O0 O0 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 a 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 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
snail continue IN Office Tor 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 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, president. Vice.Presdent
md n ~ aRr- To-
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 NAV
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,
Any of the directors or officers shall have
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 al
book value plus ten per cent the value to
be ascertained in the manner herein sub
W dCquirc SAID STOCK mere
by first vested in the other stockholders Of
record shall follow the stock into any hands
to which IL NAV pass and may be exercised
arainst the holders thereof within fifteen
days from the time any sale or transfer
thereof has been offered to be entered on
the books of the corporation. It shall be
rhe duty Of any holder Of stock in this cor
noration 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 to the Board Of Diree.
TOYS OF the corporation, who are hereby con-