The herald. [volume] (New Orleans, La.) 1905-1953, 1920-07-15
CHARTER

= e
oui>iaHH. relative to the organization OF
corporations in such ca>c> urad" aud pre-.
vidrd they ""n>titut" themselves. their 80
>u-iaicS. Successors and assigns 4 corpora
ton under TIA" >tipulati"u~ herein So
forth. which they adopt - their charter.
to-wit:
ARTICLE /. IN" nam" Of this corpora
ton shall Ice 'lIammork Iu,nrr,nr..t.I 90.
ARTICLE II.-Thr douirilr of this cor
porati"n shall b" in Ia" city of New Or
leans. state Of Louisiana.
ARTICLE Ill The objects and lur
poses of this corporation are hrrrI,, dr
rlar"d To he: To Manufacture. market
sell al wholesale and retail candy. con
fertionS and other kindred products,
ARTICLE " This corporation shall
hay" ali of the powers and authority vest
ed IN corporations under Ia" laws of th.
Stat" Of Louisiana. and shall have, the an
lhorit} 10 do and perform any and all
things necessary for the performance. -.
ia" objects for which this corporation
ORGANIZED OF g"rnanc or incidental there
ARTICLE V. The capital stock of rhi-
.orr"ration j. hereby fiNcd at fifty ON"
/ thousand dollars tSIl .OUuVOi. divided -.
/ follows Fiy" hundred iIOOI shares of pre-.
i"rr'd stock of q par NHlu" of on. huudr,.,
t dollars lSlwOul per share. aud ou, thou,
aud tl.OOOb shares of common stock of o.
I par value Of on" dollar tSl.uuJ per share
. u" capital stock may he increased a.
! follows: Tn" preferred stock may be- in
. creased lay one hundred tluOl shares addi-
tloual Of Il par value Of one hundred dol
/ lars tSlOoDb per share. making thu. total
authorized preferred stock herein sixty
thousand dollars tSGuOOOUuI The common
. stock may h" increased Icy ou- thousand
tl.WH) shares additional of a par value.
. oi on" dollar Isl .OOt per share, making TN,
/ total authorized common stock herein two
thousand dollars 81. 100000 The. preferred
stock issued or TO be issued hy This cor
p0ratiOu shall bear eight per cent -.
dividend per annum. which dividends shall
De cumulative. The said preferred stock
snail he subject to call 10y the BOARD OF
Directors of said corporation at nnr hun
dr"d and five dollars tSlOJ.OUb per share.
AT the end of any fiscal wear of the rurp1r-
hIloh' III" preferred stock shall have no
voting power. All of the voting bower
al this corporation shall be and l. hereby
vested in the common stock Each >tork-
holder shall he entitled 10 vote al any
stockholders meeting in the proportion of
ON" vote for each share of common stock
owned 10y him and registered on the books
nt inns corporation in his name. No diyi-
| d"nd shall lie declared or paid to the com.
mon Sln'k ut TINS corporation until after
all Of tn" preferred stock issued hr thi>
corporation shall have been call Il aud t.,
tired. No owner of the common stock Of
/ TINS corporation shall sell or transfer any
OF the stock 80 owned by him until after
u" snail have rendered To this CORPORATION
for purchase his said shares of common
stock, said tender 10 he made TO th,
BOARD of Directors of this corporation
through the President or other ,.Nrcutiy,
officer. and the Board of Directors shall
have the right to purchase said stock a.:
book value, and the holder of said STOCK
agrees to sell said stock in accordance with
IN" provisions of this article II after "A
laps" of 30 days the said Board of hi
r"ciurS fails to purchase or declines to
purchase said stock at book value the
holder mad owner thereof shall have the
right to dispose of same a. he may So.
fit. Upon the purchase of any surn rom
mon stock by the Board of Directors of
TINS corporation. said stock shall he sold
and distributed to and among the owners
of the common stock of this corporation
IN proportion to their then holdings and
SAID stock is {" be paid for by such dis
tributes AT book value. If any such dis
trlbutceS decline to purchase, any part of
>uch shares his proportion shall be again
divided among the remaining holders -
common stock in proportion To their hold
ingS.
ARTICLE NI.-AH the corporate powers
OF thlS corporation shall be vested in -
Hoard of Directors. consisting Of not I,sS
than three 90 nor more than fifteen U5I
hut which Board shall always consist of
an odd number of Directors. and the mem
herS of which Board shall be increased m
10 fifteen (lJD by Il vote of the stock
holders at any annual or special meeting
thereof For such election of additional
directors majority vote of the stock
holders voting by shares shall be npcrs-
sarL: The Directors shall he elected an
nnally at the annual meeting of stOckhold- |
erS. or any deferred meeting of said an
huaI meeting of stockholders Said annual |
meeting tn he held on the second Monday |
Of January of each year. In the event the |
annual meeting of stockholders is not held |
as herein fixed. the incumbent Directors |
ana OfflcerS shall hold over until the ele.-
ton and qualification Of their Successors
In the event the said annual meeting |
not held on the date herein fixed. it may /
he held at any other date SuhSpuupnt th.ra
to by a call of the Board of directors To- /
that end. but officers and Directors shall |
IN no event he elected more than once dur
Board of Directors shall be filled at a /
special meeting Of stockholders held fo
lhe purpose All notices for stockholders
meeting shall be upon fifteen Cl5) days
NOTICE by registered mail TO the last |
known address of each stakeholder =,
majority vote of the entire outstanding
common stock at any special regular
meeting of stockholders shall he necessary
TO constitute the act of this corporation |
except where otherwise provided by law |
Wherever Il vote of the stock of this cor
pOrafion is mentioned herein and for al |
other purposes whatsoever. il il intended |
to apply only to a vote of the common
stock. At the annual meeting or any an
nual meeting of the stockholders of this
corporation. the stockholders shall elect |
the Board of Directors of this corporation
10 consist of such number of Directors a
snail be incumbent on the date of Suci |
meeting ana said stockholders shall like |
wise elect at such meeting Officers t.
serve the corporation. which Officers shall |
hr selected from among the number of the |
Board of Directors elected at said meeting
and the term of office of which Officers |
shall be cO-eNtensive with the term of The
Board of Directors. In the event of an |
vacancies in the Board of Directors or |
the Officers. such vacancies shall he filled
nj special meeting of the stockholders
called rs herein provided. ANY incrri,
IN the number of the Board of Directo
shall he decided upon and the selection of |
the incumbent to fill such increased num-
Der or numbers shall be voted upon mt a |
special or an annual meeting of sforkhold- |
erS ny "A majority vote thereof. Special |
meetings of stockholders for all purpoSps |
may be called by the President and must
be called upon the request of more than |
900 OF the outstanding stock. The stock |
holders shall have the power and author
lty To draw up and adopt such bylaws
as may he deemed necessary or desirable |
ARTICLE NII.-The officers of this cor
poration shall be: \ President and Gen
eral Manager; one or more Vice PreSi-
dents, and Secretary Treasurer Until
the annual election Of Officers and directors
shall constitute the officers and directors |
OF this corporation: Claude = Hammock
President and General Manager: Clarence
J. l.ange. Vice President. and J. Bonner
,ladney. Secretary Treasurer. The PrPSi-
dent and General Manager shall have the
power. without other authority. to man
age and direct the business and policies
OF this corporation and To. do any and all
acts necessary or pertinent to the opera
non and conduct of the business to be con
lucted by this corporation.
ARTICLE VIII.-This corporation shall
le and Is hereby authorized through its
bOard OF Directors or through its stock
holders. at any regular or special meeting
% buy in the stock of this corporation
ARTICLE 1N.-Any property transferred
hAraf fnr .