The herald. [volume] (New Orleans, La.) 1905-1953, 1920-12-16
CHARTER.
OF PAS-AMERICAN CIGAR
60. INC.

CHARTER OF PAS-AMERICAN CIGAR
co. INC.
United States of America, State Of Lou
iSiana. Parish of Orleans. City of New
Orleans. BE it known. that on this nine
tccnth DAY of the month of November, in
the wear Of our Lord, one thousand, min"
hundred and twenty. aud of the lndepcnd-
ence of the United States OF America the
one hundred and forty-fifth Before me.
Edgar Mayer Calm, notary pubic, IN
and for the Parish Of Orleans, state OF
Louisiana, duly commissioned, sworn ana
qualified, and in the presence of the wit
neSSeS hereinafter named and under
signed. personally came and appeared the
several parties whose names are hereunto
subscribed, who Severally declared, that,
avaiIing themselves of the laws Of the
State of Louisiana. in such cases made
and provided. they have cOvenanted ana
agreed, and do. by these presents, cove
nant and agree. and bind themselves. aS
well ms all other persons who may mere
after become associated with them to form
a corporation and body polite, in law, Tor
the objects and purposes, and under IN"
articles and StipulatiOns following. tO-wlt:
ARTICLE 1.-The name of this cor
pOration shall be Pan-American Cigar Co,
Inc. aud under its said corporate name
il shall have power and authority ana en-
jOy corporate existence and succession.
for the full term Of ninety nine years.
from the date hereof. to contract, sue and
be sued. to make and use a corporate seal.
and to alter and break the same at pleas
ure: to acquire by gift grant or other
wise. receive, hypOthecate, convey, sell,
lease, pledge. mortgage and dispose OF.
property, real personal and mixed; TO Is
! sue negotiable bonds and notes, or other
! evidences of debt, to name and appoint
| such managers. agents, directors and Of
| ficers. as its business interest and con-
venience may require; to make and eS-
| tablish. as well as to alter and amend
| from time to time, such bylaws, rules ana
! regulations for the proper management OF
! the affairs of this corporation, as the same
| NAV be necessary and proper: said cor
| poratiOn shall have further power TO ac'
quire. sell and dispose of the capital stock
| in other corporations; and further 10 en-
joy and exercise all the rights and priv
| leges and grants under the laws of thi,
State. and more particularly under Act 26l
| of the Louisiana Legislature of 1914.
| ARTICLE 1.-THE objects and pur
| poses for which this corporation is or
| raniZed. and the nature of the business t.
be carried on by it are hereby declared
The manufacture and sale of cigars, and
| such other business as may be incidental
thereto or connected Herewith.
| ARTICLE III.-The capital stock of this
corporation is hereby fixed at the sum o
thirty thousand ($3OOOOOO) dollars, TO b'
represented by three hundred 5000 shares
of the par value of one hundred tSlOOOO
dollars each, payable at such time an'
under such conditions as the Board o
Directors may determine. rms corpora
ton shall be going concern and au
thOrized to do business, as soon as MT!
500 per cent Of its authorized capital shal
be subscribed for. and at least NIFTY TOO
| Der cent of all stock so subscribed Tor
| shall be paid for. Stock of this cOmpan,
| shall only be issued for cash, or for serv
: ices rendered, merchandise, property 0
: other valuable considerations, enurlnS I
- this corporation. according TO the eX
elusive Judgment and findings of the Boar
| of Directors thereof.
| ARTICLE IV-In the event any holde
| or owner of stock, as well as his widow
| hot ulSDOS
. ! of the same, such holder or owner, as We
| as his widow. estate or heirs, must mrs
tender such stock to the other stockhold
l ers through the Board of Directors, 10
purchase for a period of thirty days, i
! writing at the price of said stock on IN
books Of the corporation, and during sue
| period of thirty days, the SAID stoch
J holders shall have the exclusive right I
! accept or reject the purchase OF sal
stock, as they may elect; and in tin ever
: said stockholders, through said BOAR
| shall fail to make said purchase WlIhl
- the said period at the price offered, VI
der the conditions aforesaid, then and
= | that event, the stakeholder or stoekhol'
9 ers desiring to dispose of his stock, ma
( sell the same to such other person OF Pc
@ sons as he may see mt. 1900
p ARTICLE V.-The domicile of this co
!, poration shall be in the City OF New U
I leans, La, where all meetings OF the stoc
: holders or directors must be held, pr
: vided, that with the written consent
. all directors, valid meetings of the q
l. reetors NAV be held outside of the stat
< or within the State elsewhere thah at
d, domicile. Citation shall be served up!
1 the President. or in the absence or on
| ability of the President, upon the Vic
L President; and in the absence or dlsaD
ity of the latter upon the Secretary; al
| in the absence or disability OF tue laI'
n ARTICLE VI.-All the corporate powe
l. of this corporation shall be vested In M
= exercised by a Board OF DIRECTORS tnI
= hnr oil of StOc
u holders to be elected on the first Mono
- of January of each year, commencing WI
e. the first Monday of January, 1922, WI
p the understanding that the first Board
., directors selected by the stockholders, n
named in this charter, as well as the nj
~ set of officers, as herein after named; sh
& hold Office until the first Monday OF ia
u uary 1922. or until their successors ma
:, been elected and have qualified.
ho After the election of said Board or i
ro | rectors by the holders of stock, as ne
az in provided. there shall be elected by 81
20 directors from their own number, the
IN ficers of the corporation, which are
= falIows: First, a President; second
>, Vice-President: third, a Secretary; four
Treasurer. with the right TO comolhe
last two offices in one person.
IL The first Board of Directors, and
pt officers of this corporation shall be
on foIlowingl and which said Board or !
rs | rectors and officers shall serve until
t.. election to be held on the first Monday
6 January 1922 or until their successors
elected. chosen and qualified. The
IL. dresses of said directors and officers
SET opposite their respective names: II
:. man Lesser. President; 300 Decatur 3
IT. New Orleans. La: Robert Friedrich. ;
rs. retary-Treasurer. 300 Decatur St, New
at leans. La; Jake Kahn, Vice-President,
"a Decatur ST. New Orleans, La.
rs ARTICLE VII.-The annual meeting
IN the stockholders of this corporation
20 the election of directors shall be held
the first Monday Of January or each ye
commencing with the first Monday OF j
nary. 1922 The election for said direct
or shall be by ballot and the majority
Oh amount of stock. voting, whether in :
" son or by proxy, shall elect the per
ne for whom they are cast; each share
~, stock voted upon, to be counted but
no one vote. Said stock shall not be
III titled 10 cumulative voting.
ne The Board of Directors shall give
III least fifteen days notice by mail OF
,ts election of said directors. and shall
Nc noint one or more stockholders to pres
ny at such election. Any failure from
IN cause whatsoever to elect directors on
day named for that purpose shall not
solve this corporation. but the direct
t. hal hnl n