The herald. [volume] (New Orleans, La.) 1905-1953, 1920-06-03
CHARTER.
CHARTER OF EDOUARD PRUNEAU
COMPANY. INC.

wear of our Lord, one thousand nine nun
dred and twenty, and of the independence
of the United States OF America the ole
hundred and forty third, before me, Ed
gar NJ Calm. a notary public. in and fOI
the parish Of Orleans state OF Louisiana
duly commissioned, sworn and quallt1ed
and in the presence OF the witnesses mere
matter named and undersigned, personally
came and appeared, the several parties
whose names are hercuntO subscribed, who
saverally declared, that. availing them
selves of the laws of the state OF Louis
lama In such cases made and provided
they have cOvpnanted and agreed, and do
by these presents. covenant and agree, and
bind themselves. as well as all other per
sons who may hereafter become associated
with them to form corporation ana Douy
pOIitic. in law, for the objects and pur-
poses and under the articles and stpu-
Iations, following. tO-wit:
ARTICLE 1.-The name Of this corpora
ton shall he Edouard Pruneau Co. Inc.
and under its said corporate name, 1t shall
have power and authority to ENJOY COrpor-
ate existence and succession, for the 1ull
term of ninety nine years, from the date
hereof 10 contract. sue and be sued, TO
make and use n corporate seal, and TO
alter and break the same ut pleasure 10
acquire by gift. grant or otherwise mold
receive hypOtheCate. convey, sell, lease,
pledge. mortgage and dispose Of property,
real personal and mixed; TO issue nego-
table bonds and notes, or other evidences
of debt, to name and appoint such man
ayers. agents. directors and officers, aS its
business interest and convenience may re-
Uuirc to make and establish, as well as to
alter and amend from time to time, such
laws. rules and regulations Tor the
proper management of the affairs of TINS
corporation. aS the same may be necessary
and proper; said corporation shall have
further power to acquire, sell and dispose
of the capital stock in other corporations;
and further To enjoy and exercise all the
rights and privileges and grants under
the laws of this state and more partlc-
ularly under Act 261 of 1914 of the Louis
lana Legislature of 1914.
ARTICLE 1.-THE objects and purposes
for which this corporation is organized
and the nature of the business to be car
ricd on by il, are hereby declared TO be:
To manufacture all kinds of soft drinks
and soft beverages. as permitted by law,
and to sell the same and to transact such
other business as may be incidental there
TO or connected herewith and to acquire
all the right title and interest of Lucien
Iavpdan in certain trade marks or trade
names; aS well as the formulate foI the
manufacture Of certain soft drinks and
soft beverages permitted by law; and to
manufacture. sell, and dispose of all of
said products and promote and develop
the same. according to the best Judgment
of this corporation.
ARTICLE III.-The capital stock of
this corporation is hereby fixed at the
sum OF forty thousand (Si0,0OO.OO) dollars,
to be represented by four hundred (4OOl
shares of the par value of one hundred
CS1O0O0) dollars, each, payable at such
time and under such conditions as the
board of directors may determine. This
corporation shall he n gong concern and
authorized to do business. as soon as fifty
(50D per cent of its authorized capital
shall be subscribed for. and at least fifty
(J0l per cent, of all stock subscribed for,
shall he paid for. Stock Of this company
shall only be issued for cash, or for ser
vices rendered, merchandise, property or
other valuable considerations, enuring TO
this corporation. according to the eX-
elusive Judgment and findings of the board
Of directors thereof.
ARTICLE IV.-In the event any holder
or owner of stock. well as his widow,
estate or heirs, desires to sell or dispose
of the same. such holder or owner, as well
as his widow, estate or heirs, must first
tender such stock to the stockholders
through the board of directors. for pur
chase for a period of thirty days, I'm writ
ing, at the price of said stock on the
books of the corporation, and during such
period of thirty days, the said stOckhOld-
ers shall have the exclusive right to ac-
cept or reject the purchase of said stock,
as IL may elect; and in the event said
through said board shall fail
TO make said purchase within the said
period at the price offered, under the con-
the stakeholder or stockholders desiring to
dispose of his stock. may sell the same
to such other person or persons as he
may see fit.
ARTICLE V.-The domicile of this cor
poratiOn shall be in the city of New Or
leans, La, where all meetings of the stock
holders or directors must be held. provid-
ed, that with the written consent Of all
the directors. valid meetings of the di-
rectors may be held outside Of the state,
or within the state, elsewhere than at its
domicile. Citation shall be served upon
the president, or in the absence or dis
ability Of the latter upon the vice presi-
dent and In the absence or disability of
the latter upon the secretary, and in the
absence or disability of the latter upon
the treasurer.
ARTICLE VI.-All the corporate pow
ers of this corporation shall be vested in
and exercised by board of directors
three in number, all Of whom shall be
stockholders, to be elected on the first
Monday of March of each year. commence
ing with the first Monday Of March 1921
with the understanding that the first
board Of directors selected by the stock
holders, and named in this charter, as
well the first set of officers, as here
matter named, shall hold office until the
first Monday OF March 1921. or until their
successors have been elected and have
qualified.
After the election OF said board Of di-
rectors, by the holders of stock, as herein
provided, there shall be elected by said
directors from their own number, the Of
ficers of the corporation, which are as fol-
lows: LIST, president; End, n vice-presi-
dent; 3rd, a secretary; 4th, a treasurer,
any two OF which offices may be COM
bined in one person.
The first board of directors, and the
officers of this corporation shall be the
following, and which said board Of direc-
tors and officers shall serve until the cleo
ton to be held on the first Monday of
March 1921, or until their successors are
elected. chosen and qualified. The ad-
dresses of said directors and officers are
set opposite their respective names
Abby Hitler, president and treasurer,
2l27 Octavia street. New Orleans. La
Lucien Lavedan, vice president and secre-
tary, 80 ". Solomon street New Orleans.
La; Samuel W. Abney, director, Heidel-
berg, Miss.
The board Of directors shall have the
right to fill all vacancies occurring In their
number, whether resulting from death
resignation, or otherwise.
ARTICLE VII.-The annual meeting OF
the stockholders of this corporation for
the election of directors shall be held on
the first Monday of March of each year
commencing with the first Monday of
March 1921. The election for said direc-
tors shall be by ballot and the majority
In amount of stock, voting. whether in
person or by proxy, shall elect the per
son Tor whom they are cast; each share
or stock voted upon, to be counted but
Tor one vote. Said stock shall not be
entitled to cumulative voting.
\ The board of directors shall give Mt
ast fifteen days notice by mail OF the
Election of said directors. and shall ap-
n mas a.ll IL