The herald., 1920-04-08
CHARTER OF GARCIA-DAyIS-SCHE
ERMANN, INC.

United States of America State of Lou
lSiana, Parish of Orleans, City of New Or
leans. BE it known, That on this 18th day
of the month of February. in the year one
thousand nine hundred and twenty before
me. Henry l.. Dart, Jr.. Il Notary Public.
duly commissioned and sworn in and for
the Parish of Orleans and City of New Or
leans, therein residing, personally came
and appeared the persons whose names are
hereuntO subscribed. who declared that
awaiting themselves of the provisions of
the laws of the State relative to the or
ganiZatiOn of corporations, they have cove
nanted and agreed, and do by these
presents covenant and agree. bind. form
and constitute themselves, as well as such
other persons who may hereafter Join or
become associated with them. into a cor
pOratlOn and body polite in law for the
objects and purposes and under the agree
ments and StipulatiOns following. tO-wit:
ARTICLE 1.-The name and title of this
corporation shall be Garcia, Davis. Schu-
ermann, Inc and under its corporate
name'it shall have and enjoy existence and
succession for the term of one hundred
years from this date. and all the rights,
advantages and privileges granted by law
TO corporations, including power to CON
tract, sue and be sued in its corporate
name: to make and use Il corporate seal
and the same to break and alter at pleas
ure; to hold, receive, purchase. convey,
mortgage, hypOthecate and pledge prop
erty, real and personal; to issue bonds.
notes and other obligations: to have and
-
agents and other employees. as the in.
tereSts and conyeniences of the corpora
ton may require; and to make and estab-
liSh such committees and to create such
bylaws, rules and regulations for the cor
porate management and for control of the
affairs of the said corporation as may be
deemed necessary and eXpedient.
ARTICLE 1.-THE domiciIe of the cor
Poration shall be the City of New Orleans,
state of Louisiana. Citation and other
legal process SHAH be served on the Pres
ldent. or, in his absence or inability to
act from any cause whatsoever, upon a
vice President or the Secretary Treas
The objects and purposes of this cor
poratlon are to acquire the assets, prop
erty, business and good will. and to as
sumo and pay all indebtedness of Garcia
Davis, a partnership COMPOSED of En-
gene A. Garcia, William 4. Davis and r.
=. Landry. who are now engaged in the
general lithOgraphing, printing. station
cry and office supplies business. and to
issue for such property so acquired the
capital stock of this corporation And
the further. objects and purposes of this
corporation are to engage. deal and on
crate at wholesale and retail. as princi-
pal. agent on commission or otherwise in
stationery, printing and lithOgraphing. and
generally to do all and singular everything
mat Is necessary and material for the
prosecution of said business. To own,
operate and conduct buildings mills and
machinery, tools and appliances for the
uses and purposes of the business and the
same to change, alter. substitute. sell and
hypothecate at viii; and generally TO do
and perform all things needful necessary
proper or useful for the accomplishment
OF the purposes of the corporation. The
whole in the State of Louisiana, the States
territories and possessions of the United
States, and in foreign States and terri
tories, with the right to have offices and
places of business and representatives in
any or all of the same. A change of the
objects and purposes of this corporation
may be made by the vote of all the stock
holders at meeting called for that pur-
pose.
ARTICLE 1v.-The capital stock of this
corporation shall be ten thousand $50
OOOOO) dollars, divided into four hundred
liOO) shares of the par value of twenty
hve (S2o.OO) dollars each; which said stock
shall be paid for in cash or property. The
capital stock may be increased to twenty
thousand (S20O00.O0) dollars. by a vote Of
two-thirds of all of it's stock at a meet
ing OF the stockholders called for that
purpose.
ID No stock shall be sold or trans
ferred until an opportunity is first af-
forded all other stockholders of record to
purchase said shares of stock at book
value as shown by the inventory preceding
Such notice; written notice shall be given
by the owner to the Board of Directors
Tor the use and benefit of such other
stockholders; it shall be transmitted
without delay by the Board to them and
must be accepted within thirty days from
receipt of the Boards notice and paid for
In cash within ninety days from such no.
tice. The stockholders shall have the right
TO buy said shares in proportion to their
holdings and any shares not taken in pro-
portion may be taken by the other share
holders. Failure of the stockholders to
buy shall by the mere expiration of the
time limit release the stockholders from
the effect of this provision.
(2) Whenever any srockholder whose
holdings. together with those of his sur
viving wife or children. il any, shall ag-
gregate twenty per cent or more of the
capital stock of this corporation, shall
die, MS successors heirs or legal repre-
sentatives will have the right to tender
the whole of the stock of this corporation
owned by said decedent and his surviving
wife or children, If any, to be purchased
by the surviving stockholders at the price
set out in the first paragraph hereof It
shall be the duty of the Board of Directors
to submit the said offer 20 the stock
holders, and IL within the time hereinabove
prescribed. the offer shall not be accented
and the stock purchased. then the said
successors, heirs or legal representatives
shall have the right to demand the disso-
luton and liquidation of the corporation
and in default to apply to any court of
competent jurisdiction for dissolution Of
this corporation and the liquidation of the
same. any law to the contrary notwith-
standing, saving always. however. the
right to the said corporation in answer to
said proceedings. to dissolve and liquidate
In the manner prescribed by law Of Lou
isiana-