The herald. [volume] (New Orleans, La.) 1905-1953, 1920-01-01
CHARTER.
CHARTER OF THE FERTH-RUBIN
MILLINERY COMPANY,
INCORPORATED.


Benjamin Dry, a Notary Public in and
for the Parish of Orleans, in the state OF
Louisiana, duly commissioned ana quar-
fled. and in the presence OF the witnesses
hereinafter named and undersigned, per
sonalIy came and appeared the parties
whose names are hereunto subscribed, All
Of the full age af majority, who severally
declared that availing themselves OF the
provisions of the laws of this state, re-
iatiye to the organization of Corporations
and especially Act No. 267 of the Legis-
lature of the State of Louisiana, of the
Session of 1914-they have covenanted ana
agreed and do by these presents cove
nant agree and bind themselves, and
those who may hereafter become asso-
ciated with them, and their successors
to form themselves into and constitute a
Corporation for the objects and purposes,
and under the Articles of Incorporation
following, viz:
ARTICLE 1.-The name and title OF this
corporation shall be The Ferth RUBIN
Millinery Company, Incorporated. III
shall have its domicile in the city OF New
Orleans, La and 1t shall have and enjoy
succession under its corporate name 10: a
period of ninety years from ana '.iter
the date hereof. IL shall have power ana
authority to hold, purchase, sell, convey
lease, pledge or mortgage property, NOV
able and immovable, and personal proper
ty and effects, and sue and be sued, ana IL
may have Il seal with such inscription and
device as may be 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 Vice-President Is here
by designated as the proper officer upon
whom citation and all other legal process
shall be served; or In the absence or in
ability of both the President and Vice
President to act, then upon the Secretary.
ARTICLE 1.-THE objects and purposes
for which this corporation is organized
and the nature Of the business to be car
ried on by 1t are hereby declared to be-
to purchase, sell and manufacture Millinery
and Millinery goods of all kinds and de-
scriptiOn, and all articles appertaining
thereto. and all other merchandise con-
nected Herewith, and in fact engaging in
any and all legitimate commercial pur-
suits without any restriction whatsoever
and generally to do and perform all such
other acts and things as may be requisite
and necessary to carry out its objects and
purposes or those incidental to its bust
ness.
this corporation is hereby declared to be
the sum of fifty thousand ($J0OOOOO) dol
lars divided into FIVE hundred shares of
one hundred (Sl00O0) dollars each which
shall be paid for when subscribed either
in cash or In such installments as the
Board Of Directors may direct. All shares
of stock shall be issued as full paid and
non assessable and no transfer of stock
shall be binding upon the company un-
less recorded on IL books.
This corporation shall be going con-
Germ as soon as fifty per cent of the
amount Of its capital stock has been sub
scribed for and fifty per cent of said
amount SO subscribed for shall have been
paid In.
ARTICLE IV.-The business and affairs
of this corporation shall be transacted by
Board of three Directors. The said
Board of Directors shall elect from among
their number, President, a Vice-Presi-
dent and treasurer who shall act as sec
rotary.
The first Board Of Directors under this
charter shall consist of David NJ. Ferth,
New Orleans, La, Morris Rosenthal,
NeS orleans. ' La Ia with a said f David iO NJ
Ferth, as president; Morris Rosenthal, as
vice president and Philip Rubin, as sec
rotary and treasurer, all of whom shall
hold their office until the first day of
January, 1921, or until their successors
shall have been elected and shall have en-
tered into office
On the first Monday Of January, 1921,
and annually thereafter on the first Mon
day of January. OF each year, an election
for directors shall be held Mt the dOmicile
and place of business Of said company in
the City Of New Orleans after fifteen days
notice in writing by mail or in person
shall have been given to each stakeholder
or his duly authorized agent by the Sec
rotary. Said directors shall take their
seats and enter into the duties of their
office on their election; and each Board
election elect from among their number
president. vice-president and n treas
urer who shall a { as secretary. And said
Board of Directors and said officers shall
hold their office for one year or until
their successors have been elected and
have qualified.
ARTICLE v.-No stakeholder of this
corporation shall be eligible as a direc-
tor thereof unless he holds and owns in
his own name and continues so to hold
and own during his incumbency at least
one u) share 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 on
his stock either in person or by proxy
unless said stock shall have been owned
by him anu registered in his name on
the books Of the company at least thirty |
days before the date of the meeting at |
which he shall offer to vote thereon. Two |
directors OF this corporation present, or
represented by written proxy held by an |
other director shall constitute a quorum |
Tor the transaction and management of /
all the business and affairs Of the COM
pany. The Board Of Directors shall have |
the right to make and adopt by a ma
jority Of the votes thereof such rules; By
laws and regulations as are not repugnant /
TO this charter for the transaction and |
the conduction Of the business thereof;
the same rs they think proper; and they
shall have full power and authority to
make all purchases, sales and contracts
whether for cash or on credit; to borrow
money, and to hire and discharge all en-
ployees and fix all salaries, and in fact |
full power to do all other things re-
Quisite and necessary for the proper man
cement OF the affairs of the company.
ARTICLE VI.-All checks and other
idence Of Indebtedness of this corpora
hon shall be signed by the president and
countersigned by the secretary treasurer
and In the event of the sickness, absence
or inability to act from any cause of the |
president Of the company. then the same
are to be signed by the vice. president and
countersigned by the secretary trea surer,
and In case Of the absence or inability to |
act OF the secretary-treasurer then the |
same are to be signed and countersigned
by the president and vice-president.
ARTICLE Vino stakeholder shall
have the right to sell or to dispose Of any
of his stock without first giving to the
corporation fifteen (15) days written notice
Of such intended sale, and allowing the
the first opportunity Of pur-
chasing said stock at any bonafide price
offered for the same on the market
ARTICLE VIII.-This act Of incorpora-
hon may be changed, modified or altered,
Or this corporation may be dissolved by
The vote Of thres-fourths Of the capital
stock present or represented at q general