The herald. [volume] (New Orleans, La.) 1905-1953, 1920-04-15
CHARTERS

FOUND desirable Tor the management OF
the business and affairs Of this corpora
ton. and generally to do every other act,
matter or thing necessary or desirable for
the complete and proper carrying out of
said business.
ARTICLE 1.-THE domiciIe of this cor
poratiOn shall be in the City of New or
leans, State OF Louisiana, where all eta
tiunN or other legal process shall bc
served upon the President. or, in his alb
Scnce. Oh the Vice President. or. in the
absence Of both, upon the Secretary.
ARTICLE UH.--The objects and pur-
poses for which this corporation is or
gaLiZcd, and the nature OF the business
to be carried on 10y il, are hereby de
clared to be: 70 purchase and deal in
by Wholesale or retail, and to mdnufaC-
turc candy, nuts, CONNECTIONS and special
tics. and generally to manufacture, pur-
chase, sell and deal in all the usual in
cidontS of the candy business, and 10 do
all things incident thereto.
ARTICLE N.-The capital stock ,of
this corporation is hereby fixed at seven
thousand t$IOOCOO dollars, divided into
seventy (IOl shares Of the par value of
one hundred 100000 dollars each; pro
vided, that the amount to which the cap
ital stock of this corporation may be in
creased shall he twenty-five thousand
tS2J.OOOOOD dollars. Thirty eight Ci>l
shares, or thirty-ciSht hundred (3SOO.OUJ
dollars of the capital stock of this cor
poration must be subscribed before tn.
filing Of the articles of Incorporation The
subscribed capital stock of this corpora
ton shall be payable in cash. property
treal or pcrSunaD. or for llbOr aud Serv-
ices rendered and performed. No stock
holder shall ever he held liable or re
>p0n>ihlr for the faults, contracts or
debts of this corporation in any further
sum than the unpaid balance due the cor
porati"n on the shares of stock sub
S"rib"d 10y him. nor shall any mere i'll
formality in organization have the effect
OF rendering this charter null. or of eX-
posing any stOckholdor to any liability
whatever. This corporation shall not en-
gag" in business until thirty-cight hun
drcd tNb>n.Uu) dollars. or thirty eight t:;>,
shares 81 the capital stock shall have
been issued aud actually paid in either
IN cash. property or services rendered as
aforesaid. II any Of the stock of this
corporation is exchanged either in whole
OF IN part for property or good will the
provisions Of Section 2 of Act 2G7 of 1914
shall be complied with strictly.
ARTICLE V-AH The corporate powers
OF this corporation shall he vested in and
exercised 10y Board of Directors com
posed OF four stockholders. each of whom
shall own in his own right, during his
term OF Office. at least one fun paid share
OF stock, three of whom shall constitute
Il quorum for the transaction of all bust
ness. Tho officers of this corporation
shall consist Of a President Vice Presi-
dent. and Il Secretary Treasurer, all OF
whom shall be members of the Board
of Directors The following named nor
sons shall constitute tn" first Board of
directors. to-wit: T.. Percy Richardson.
No. 1910 Third Street New Orleans La .
clement u. PenroSe. No. $50 Audubon
Street. New Orleans. La; William l..
richardson No. 1923 Calhoun Street. New
Orleans. La: Gerald $. Kennedy No. 1871
General Por>hing Street New Orleans
La: with T. Percy Richardson PreSi-
| lent; William !. Richardson. Vice Presi-
dent. and Clement Il. Penrosc. Secretary
Treasurer. and these Directors and Off
| GERS shall hold office until the first Thurs
| day of March. 1921. or until their Suc-
c"SsorS are duly elected and qualified
! Thereafter the Directors shall he elected
/ annually on the first Thursday of March
! OF each wear, beginning with 1920: all
! elections of Directors shall be by ballot
| and each stakeholder shall he entitled 70
! one vote for each share of stock standing
! IN his name on the books of the CORPORA
| non. this vote to he east in person or nv
written proxy. and it shall require ma
/ Jority Of the stock present or represented
| to elect.
Failure to hold an election for Director,
| on the first Thursday OF March. 1920 OF
/ annually thereafter, shall not work for.
I fixture of this charter. but the old Board
! OF Directors shall remain in office until
their successors are duly elected and
| qualified.
ARTICLE VI.-The Board of Directors
/ shall hold regular meetings at such time.
: as shall he fixed in the bylaws of this
| corporation. These meetings shall be held
| at the dOmicile of this corporation. but
/ the President may call special meetings OF
the Board of Directors at such times a.
| he may deem advisable and he shall b,
! required to call such meetings at the re-
/ quest of member of the Board of hi.
| rectOrs. Three days written notice OF
I such special meetings shall he given Il
the Directors. unless waiver of such no.
| tice is signed by the Directors. Any va.
cancy occurring in the Board of Directors
| either from death. resignation. or inabil.
ity TO serve. shall be filled by the re.
naming Board of Directors ut its next
| regular meeting after such vacancy shall
have occurred. The first Board of Direc.
| tors OF this corporation shall be required
to draft suitable bylaws for the govern
ment of this corporation, which may h,
| altered. amended or changed as the ext
gencies of the caes may require.
ARTICLE VII.-The stock of this cor
| poration may be transferred, provided
| such transfer shall be recorded upon tn,
books OF the corporation before il shall
| be required to recognize the transfer OF
the new holder of the stock The tota
amount of the subscribed stock as here
| in set forth. is the sum of thirty eight
| hundred (S3S000O) dollars, or thirty eiphr
(3S) shares, which is hereby authorized
| 10 be issued fully paid and non assessable
! for cash, and in exchange of property, OF
| both, according to law. In the event tha
any stakeholder desires to sell his stock
or any part thereof, he shall first offe-
| same to the remaining stockholders In
proportion to their respective holdings a
its book or market value. This offer Il
| 10 De made to appear by letter writer
| and addressed to each stakeholder at hi
last known address. giving him thirt,
days option. At the expiration of which
time the stakeholder desiring to sell hi
stock shall be at liberty to do so Mt what
ever price and TO whom he shall please
ARTICLE VIII.-This charter may b.
modified or altered, the capital stool
thereof increased or decreased, or tn
| corporation may be dissolved with tn,
assent Of twO-thirds of the capital stool
present or represented at any meeting o
the stockholders held for that purpos
after prior notice in writing to each stock
holder. mailed 10 him at his last know
postofrice address. all in accordance Will
the terms of Act 267 Of 1914
At the expiration of this charter o
the earlier dissolution of this cor
pOration, for any cause, its affair
liquidators 20 be elected by the stock
holders, all of whom shall hold stock II
this corporation. and said liquidators ar
hereby vested with full power and author
ity to liquidate the affairs Of said corpor
alton, with full power to act under tn
terms Of Section 30 of Act 267 of 1914
ARTICLE IX.-The appearers hereb
declare that they have subscribed to tn
following number of shares OF the CAPT
tai stock Of this corporation. to-wit: T
| Percy Richardson. eighteen shares: Glenn
emit Ii. Penrose, sixteen shares: Gerald S
Kennedy, two shares; William =. Rich
bees fr.Nf or,