The herald., 1920-05-20
CHARTERS.
CHARTER OF LANGBEHN COMPANY,
INCORPORATED.

United States or America, state OF Lou
isiany Parish of Orleans, City OF New Ut
leans IL, il known, that on this seventh
day of the month of April, IN the year OF
our Lord, One Thousand Nine hundred
and Twenty, and of the Independence oil
the United States of America, the one
hundred and forty-third: Before me-
Edgar Mayer Calm, a Notary Pubic, III
and for the Parish of Orleans, state OF
Louisiana, duly commissioned, sworn ana
qualified, and in the presence OF the Wiz
messed hereinafter named and underslgn-
ed. personally came and appeared, the
several parties whose names are herenhto
subscribed who seyerally decaredl, tha'
uyaiIing themselves of the laws OF Ine
state of Louisiana in such cases made
and provided they have cONenanted ana
agreed, and do by these presents COW
uaut and agree, and bind themselves rs
well as all other persons VINO ma! heIe
.ftrr becomc associated with them, 10
form a corporation and body pollllC, Ill
law for the objects and purposes anu vi
der the articles and stipulatlons, ioIlo"-
ing, tO-wit:
AETICLE The name OF this corpora
tion shall be "Langbehn Company, lncor-
porated and under its Sald corporate
name il shall have power ana authorh!
TO enjoy corporate existence anu success
sion Tor the full term OF ninety nine years;
from the date hereof, to contract sue anu
n. sued TO make and use corporate
s.ul aud TO alter and break the same at
Measure to acquire by gift, grant or
otherwise
ycy. sell, lease, pledge, mortgage and dls,
nose Of property, real personal anu
mixed; to issue negotiable bonds ana
notes or ether evidences of debt, TO name
and appOint such managers, agents, IL
rectOrs and officers, as its business IN
trrest and convenience may require 10
make and establish, as well as to after anu
amend from time TO time, such bylaws
rules and regulations for the proper nian
agcment OF the affairs Of this corporation,
as the same may be necessary and proper
said corporation shall have further power
to acquire, sell and dispose OF the capitaI
stock in other corporations; ana iurtneI
10 enjoy and exercise all the rlShts anu
privileges and grants under the laws OF
this State. and more particularly under
Act 267 of the Louisiana Legislature OF
1914.
ARTICLE 1.-THE objects and purposes
for which this corporation Is ORGANIZED
and the nature Of the business TO be car
ried on by IL. are hereby declared 10 De.
To engage In the business of importing
and exporting between the United states
and foreign countries, with the right 10
maintain operate and conduct offices ana
agencies in the United States and In Ior-
eign countries, and TO transact such otne I
business as may be connected therewih
or incidental thereto, all as permitted anu
sanctioned by law.
ARTICLE III.-The capital stock OF TINS
corporation is hereby fixed at the sum OF
Five Thousand CS5,O0OO0l Dollars, to be
par value of One Hundred ($lOOO0) DOL
lars each, payable at such times and under
such conditions as the Board OF Directors
may determine. This corporation shall
be going concern and authorized tQ DO
business, as soon as fifty (5OGoC per cent
of its authorized capital shall be SUD
scribed for, and at least fifty (3O4o) per
cent. of all stock so subscribed Tor, shaII
be paid for. Stock of this company
shall only be issued for cash, or for
services rendered, merchandise, property
or other valuable considerations, enurlhs
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, as well as MS 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 Board of Direc-
tors Of this Corporation for purchase Tor
a period of thirty days In writing at the
corporation, and during such period OF
thirty days, the said Board shall have
the exclusive right TO accept or reject the
purchase of said stock, as 1t may elect
and in the event the said Board shall falI
to make said purchase within the said
period at the price offered, under the
conditions aforesaid, then and In that
event, the exclusive right to purchase at
said price shall pass to, be open TO and
available to, the stockholders, for like
period Of thirty days; and in the event
the stockholders or any of them, shall
not exercise this right to purchase, then
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
stockholders or directors must be held,
provided, that with the written consent
Of all the directors, valid meetings Of the
h. knlA cd
state. or within the state, elsewhere
than at it's domicile. Citation shall
be served upon the President, or
In the absence or disability of the lat
ter, upon the Vice-President, and in the
absence or disability of the latter upon
the Secretary, and in the absence or dis
ability Of the latter upon the Treasurer.
ARTICLE Wan the corporate powers
of this corporation shall be vested In and
exercised by board of directors. three
in number, all Of whom shall be stockhold-
ers, TO be elected on the first Monday
of April of each year. commencing
with the understanding that the first
Board of Directors selected by the
stockholders. and named in this char-
ter, as well as the first set OF officers, as
hereinafter named, shall hold office until
the first Monday Of April, 1921, or until
their successors have been elected and
have qualified.
provided, there shall be elected by said
directors from their own number, the Of
ficers of the corporation, which are al
follows: LIST: a President; End: Vice
President; 3rd: Secretary and Treas
urer, which last two offices may be com
bind in one person.
The Vice-President Of this Corporation
shall at all times enjoy the same rights
and authority in all matters corporate
or relating to this corporation or its af-
fairs, as the President thereof; and the
acts doings and engagements Of said
vice-President shall have the same weight
and authority, as the President thereof
The first Board Of Directors, and the
officers of this corporation shall be the
following, and which said Board of Di.
rectors and officers shall serve until the
election to be held on the first Monday
Of April, 1921, or until their successors
are elected, chosen and qualified. The
addresses Of said directors and officers
are set opposite their respective names
Frank Langbehn, President, 1892 State ST.
New Orleans, La; Fritz Langbehn, Vice
President, Hamburg, Germany; #. Milton
Langbehn, Secretary Treasurer 1882 State
rectors shall have the right to fill all va
resulting from death, resignation, or other
wise.
ARTICLE vII.-The annual meeting of
the stockholders Of this corporation for
the election Of directors shall be held on
the first Monday Of April Of each year,
commencing with the first Monday of
April, 1921. The election for said direc-
tors shall be by ballot and the majority
in amount Of stock, voting, whether IN