The herald. [volume] (New Orleans, La.) 1905-1953, 1920-05-20
CHARTER.
AMENDMENT TO CHARTER OF kOHN'
WE'LL COMPANY, IN
NOM KOUN WE'LL n SIMON, lN''

p',.us.,pd nine hundred aud twenty ,,''t,Ti,
M. Herman l.. barnett, a NoIlaL' l., aud
duIy commissioned ana pI"lnliir,' 'r..idiur.
tnr tbi. Parish and STATE. Ih'telh bcra-
I'' ~ ,b.. uresrucp OF the witnesses h'I NJ
;,,.,,r,.r named and undcrSl-n.u' ~, T, ~
In, and appeared Joseph NUN, vi rnr-
I,r.I mat he j. the duly dH,h", . ~"
'I"I'. - 49,, nt Enhu. We'll y company
49, - July organized Louisiana ,"I - ~.
,inr rated 10y act h"iorr REM i,,h 5Sv
,,, \nrlrv Public, on the t"'lr" nny
of the month 81 May =" ti'' And the
To,i.,ud nine hundred NlN' AZ ,
''"t' ',',,,...r,r further declared 'H"N
.frt meeting of the >io'hh"I",tN h,Id
~, Kahn. We'll X COMPANY, IA thn
a. in" domicilo of th" r"rl'oii' on the
nf New ORLEANS. LOUISIANA, ny
~ a., nf \rriI 1870. said lnr''lnT -
~, hon duly called and due ho,l,r t;,,, ali
having been given, al wiz ~, ,nrHora-
shares OF ia" capital >'o' ,e-. ", il was
i'm we're present or r'Pr'>'n''", ,,nudrd
i"' ,,,,i motion duly maze 80 |nu'
nd unanimously carried 'hI' W /. aim
~ y and VII OF III" 'h"T''l We a., tn
Wru 4 Company. Inc" w '''
read a. follows. ,.,.,t this
.ar.,inu shall be-. kohn. We'll ''""I'''
I. ana bN that r"rporAI' h"..t
lid company shall have P"N,iinn for
rborIfy to enjoy ana hAN' :" ., rou-
tI. n-riod OF ninety -uln' Year .r,.,,,.,r ..
~ ~. and hr sued III H. '"' P'''
INC. ia make and u~'' 'orP'I",, -
:, byN. hold. receive. '"hN'H' IN r,-I
",',h..,t, or uIrdgr property. h"'" -
ny pun, -. ., i. Su. bonds. notes "h"
- obliV1tiou>. to haN" anu '"ft!
NH managers. directors, Ohh : and
,nd other employees ~ III" me-. r.
,,',.rirnre of said corporation may ~
'onN'il 60 ,r,L, and establish >urh 10y %
- rnIrs and regulations Tor lnr w
rorate management and '"h'T"' W 1rrrd
fairs of the corporation IL mag
necessary or CNPedl"h'' :.
,pTI,I.E IN.-The capital STOCK 81 .mtn
admiration is fixed at the sum VI 49,,
,,iiIr,I tbousand dollars. divided lhio ""
,hou.,ud shares OF one huhhrtu o.
,.urb which shall be paid ior III in
issued for the puTchan' W ~ directors
.,,.h manner as the Board 81 Ill
- d,.t.rmiur No transfer ot s'"h S ,i
he binding upon III" rorporalohn Ill INV
r,,ordrd mon its books. nor Shhi'
,acthoId.r have the right iunl"sS ~ NS y y
~ -. 10. ,nuSrutI TO sell or transfer
rr or the shares held by hlh' WI'nOu'
having first offered the same :" tn,
,or,tiou through its Board Oh -,
- e. hook value at the close OF the iaSI
".aI vear Said Board of directors snall
have the right, for a period OF hltcen "1 g.
hereafter of purchasing Nalu Sh i -
cash. AT said value. All shares thIn Tho
,.bosed NAV be re-iSsu"d or SOFA u! tne
,L r directors in its discretion.
Waiting herein contained shall prevent VI.
stockholders from making any ,'ia
or contract covering lh' hoiut.7' ,nck
:. a
nroyided all stockholders consent 10 ehlu
agreement or contract, ana Such c on.I az
shall control the rights OF me Stoy ,H ~, "a
.rs All shares of stock shah DE luil POI" ~
and non aSScssable. The ctfIlllI"t'n ~.
"torL shall be signed aud issued by ine
ofTirers designated by the BOaru ol III
rertors. and said certificates shalI nav
printed or written INTO OF "'los' ion.
face the words These shares are d>sish
allie and transferable only pursuant 10 ine
charter and bylaws of TINS company, VI
any agreement or contract haue ~ PIy
suance thereof, as provided III ~ ~ bera.
of the Charter, to which reference Is Ht III
h, made" Ry unanimous consent Oh ine
entire Board of Directors, as then conS'i ,
tinted at a special meeting called TOT 'uhl
nurposp and without the necessity Oh any
pmnnJm,nt TO the Charter. the above Ger
tificates NAV be called in and new cer'ih
Gates without the inscription above >'t
forth. may be issued in their STEAD
ARTICLE V.-All corporate powers o.
this corporation ana the go axar-
it's affairs shall be vested in ana eher
cjsed by Board Of directors coHlpostu
of not less than four ana not more nan
six stockholders, four of whom shail csn
stitute quorum Tor Ine ,,. rransa' NJ foHr
shall be necessary to any action OF ths
Board whether IL consists OF TOUR ,ieIh
beers or more. The Directors shali oe
elected annually, by ballot, by stockhoid-
,.rs on the fourth Wednesday OF January
i'm each year The Board may, upon CIV
ing a day notice in wrltlhS' chanse
the date of the annual meeting 10 any lii,e
between the fourth "Wednesday IN Jahu-
ary and the first day of March. Each per
son shall be entitled, in person or by
written or telegraphic proxy, 10 one No't
for each share owned by HIM, which pIoN!
shall be issued only to another director OF
stakeholder. 1t shall require vote OF not
less than five siXths of the OUTSTANDING
rapitaI stock of the company 10 eject
Director at an annual meeting or stock.
nd
elected or qualified unless he snali nave
been chosen by n vote OF not less tnan i
fiye-sixths of the outstanding capltai
stock of the company. All elections snall
no held under such rules and regulations
as NAV be determined by the BOARD OF
Directors. The Directors thus elected snail
continue in Office for one year or unii
their successors shall have been duly elect
cd and shall have qualified. Failure 10
elect shall not be regarded as tor1elture
OF this charter, but the Board ana 3nice.s
shall continue to hold Office until tnelr
successors are elected. The directors
may, at any time, by a vote OF not less
than four, elect to the Board additional
Director or Directors, provided that tnt
total number shall not exceed SIN auy
vacancy occurring on said Board by death
resignation or otherwise may be filled by
the remaining Directors for the unexpireo
term, The Board Of Directors SHALL al
its first meeting after Its election, h1ani
a First Vice President Second wee Pres
ident. n Treasurer and a Secretary. The
BOARD is vested hereby with the power
TO abolish the Office Of Chairman or tht
Board and or Second Nice-President, anG
to re-establish II, from time to time, ano
re-abolish It, as in its discretion II may
determine; and II is further authorized
and empowered to combine the once Oh
Secretary and Treasurer. The said board
shall have the right to make bylaws, 70
appoint and dismiss all clerks, employees
agents and representatives OF the COM
pauy as the interests Of the company may
demand ANY Director shall have the
right, BY written or Geographic proxy, to
appoint any other Director or stockholder
10 act in his place and stead at any ana
all meetings of the Board. Anything
herein to the contrary Notwithstanding.
any and all action taken by the Board
must have the concurrence of at least four
members Of the Board.
ARTICLE VII.-This Act Of lncorpora
ton may be changed, modified or altered,
or this corporation may be dissolved, only
with the consent Of the stockholders own
ing FIVE ixths Of all the stock OF the cor
poration, at a general or special meeting
convened for that purpose, and after
least ten days written notice shall have
been given, through the mail, addressed to
each stockholder at his last known place
OF residence: but this notice. and any other
notices required to be given. may be
waived by written or telegraphic consent
OF the stakeholder. In ease of dissolu-
ton, by expiration of this charter, or
otherwise, the stockholders shall elect