The herald. [volume] (New Orleans, La.) 1905-1953, 1920-01-08
CHARTER OF THE FERTH-RUBIN
MILLINERY COMPANY,
INCORPORATED.

hundred ana Nlneteen (l9lBD, before me,
Benjamin Dry, Il Notary Public in and
for the Parish of Orleans in the State of
Louisiana, duly commissioned and quail
fled, and in the presence of the witnesses
hereinafter named and undersigned, per-
sOnally came and appeared the parties
whose names are hereuntO subscribed, all
Of the full age af majority, who seyerally
declared that availing themselves of the
provisions of the laws of this State. re
lative to the organization of Corporations
and especially Act No. 261 of the LegiS-
lature of the State of Louisiana. of the
Session of 19li-they have cOvenanted and
agreed, and do by these presents cove
nant, agree and bind themselves, and
those who may hereafter become assO-
ciated with them, and their successors,
to form themselveS into and constitute q
Corporation for the objects and purposes
and under the Antilles of Incorporation,
following, viz:
ARTICLE 1.-The name and title of this
corporation shall be THE Ferth- Rubin
Millinery Company, Incorporated" IL
shall have its domicile in the city Of New
Orleans, La, and it shall have and enjoy
succession under its corporate name for o
period of ninety-nine years from and after
the date hereof. Ii shall have power and
authority to hold, purchase, sell, convey,
lease, pledge or mortgage property, NOV
able and immoyable. and personal proper
ty and effects, and sue and be sued, and IL
may have seal with such inscription and
utNlNc a. may w W NhC DVoAN VI
Directors.
The President or in the event of his
death, sickness, absence or inability to act
from any cause the Nice-President is here
by designated as the proper officer upon
whom citation and all other legal process
shall be served; or in the absence or in
ability of both the President and Vice
President TO act, then upon the Secretary.
ARTICLE 1.-THE objects and purposes
for which this corporation is organized
and the nature of the business to be car
ried on by il are hereby declared to be-
to purchase, sell and manufacture Millinery
and Millinery goods of all kinds and de-
Scription, and all articles appertaining
thereto, and all other merchandise con-
nected Herewith, and in fact engaging in
any and all legitimate commercial pur-
suits without any restriction whatsoever,
and generally to do and perform all such
other acts and things as may be requisite
and necessary to carry out Its objects ana
purposes or those incidental to Its busi-
ness.
ARTICLE Iu.-The capital stock of
this corporation is hereby declared TO be
the sum of fifty thousand (SJ0,OOO.OO) dol
lars divided into five hundred shares OF
one hundred (Sl00.00) dollars each which
shall be paid for when subscribed either
in cash or in such installments as the
Board of Directors may direct All shares
of stock shall be issued as full paid and
non assessable and no transfer of stock
shall be binding upon the company UNI
less recorded on it books.
This corporation shall be a going con-
Germ as soon as fifty per cent of the
amount of its capital stock has been sub
scribed for and fifty per cent of said
amount so subscribed for shall have beer
paid in.
ARTICLE IV.-The business and affairs
of this corporation shall be transacted by
Board of three Directors. The said
Board of Directors shall elect from among
their number, a President, Nice-Presi
dent and a treasurer who shall act as sec
rotary.
The first Board of Directors under THU
charter shall consist of David NJ. Ferth
New Orleans, La, Morris Rosenthal
Lake Charles, La, and Philip Rubin
New Orleans, La, with said David NJ
Ferth, as PRESIDENT Morris Rosenthal, a
vice-president and Philip Rubin, as sec
rotary and treasurer, all Of whom shall
hold their office until the first day o
January, 1921, or until their successor
shall have been elected and shall have en-
tered into office.
On the first Monday of January, 1921
and annually thereafter on the first Mon
day of January, of each year, an election
for directors shall be held at the domicil
and place Of business of said company II
the City of New Orleans after fifteen day
notice in writing by mail or in person
shall have been given to each stockholde
rotary. Said directors shall take thei
seats and enter into the duties of thei
office on their election; and each Boart
of Directors shall Immediately after thei
election elect from among their number
a president: vice-president and treas
urer who shall a as secretary. And sale
Board of Directors and said officers shall
hold their office for one year or unit
their successors have been elected anI
have qualified.
-
corporation shall be eligible as a direc
tor thereof unless he holds and owns IL
his own name and continues so to holt
and own during his incumbency at leas
one ID share of the capital stock of this
corporation. Each share of stock shall
be entitled to one vote to be cast eithel
in person or by written proxy, and NJ
stakeholder shall be entitled to vote OF
his stock either in person or by proxy
unless said stock shall have been owned
by him anu registered in ms name OF
the books of the company at least thirty
days before the date of the meeting. a
which he shall offer TO vote thereon. TIVE
directors of this corporation present, OF
represented by written proxy held by an
other director shall constitute a quorum
for the transaction and management o
all the business and affairs OF the com
pany The Board of Directors shall hav'
the right to make and adopt by ma
iority of the votes thereof such rules; BY
| laws anu EtkuidllOHS are hOI iNpu6hA
to this charter for the transaction ant
the conduction of the business thereof
and the right to alter, modify and amen'
the same as they think proper; and they
shall have full power and authority q
make all purchases, sales and contract
whether for cash or on credit; to borrow
money, and to hire and discharge all EN-
ployees and fix all salaries, and in fac
full power to do all other things re
uuisite and necessary for the proper man
agement of the affairs Of the company.
ARTICLE yI-All checks and othe
evidence of Indebtedness of this corpora
ton shall be signed by the president ant
countersigned by the secretary-treasurer
and in the event Of the sickness, absenc
or inability to act from any cause OF tn
president of the company, then the sam
are TO be signed by the vice president ant
countersigned by the secretary-treasurer
and in case Of the absence or inability =
act of the secretary treasurer then tn
same are to be signed and eountersigne'
by the president and vice-president.
ARTICLE Vino stockholder shal
have the right to sell or to dispose Of an.
of his stock without first giving to tn
CORPORATION fifteen (15) days written motto
of such intended sale, and allowing Tn
corporation the first opportunity OF pur
chasing said stock at any bonafde pric
offered for the same on the market.
ARTICLE VIII.-This act of incorpora
ton may be changed, modified or altered
or this corporation may be dissolved b.
the vote of three-fourths Of the capita
stock present or represented at genera
meeting of the stockholders convened 10
that purpose after thirty days notice II
writing by mail or in person shall hav
been given to each stakeholder by the sec
rotary.
ARTICLE IX-At the termination o
this charter by limitation or otherwise
the business and affairs Of this corpora