The herald. [volume] (New Orleans, La.) 1905-1953, 1920-12-09
CHARTER.

yruirncr may require; 10 make and "s-
| tuhli>h. a well as to alter and amend.
from tim" 10 time such 10y laws. rules ami
| regulations for TIA" proper management Of
/ the affairs of this corporation, as tn" same
/ may be necessary aud proper: said cor
| purItion shall have further power to gr-
/ quire. sell and dispose of the capital stock
, in other corporations: and further TO ru-
/ Joy and oNcrci>" all IA" rights and priv
| l'-c~ and grants under the laws OF TINS
I State. and more particularly under Act pa
| Of the Louisiana Legislature" Of l9li
! ARTICLE 1.-THE objects and pur-
/ poses for which this corporation is or
/ ganized. and the nature of the business 10
| d" carried on by it ar" hereby declared
! 70 hc:
The manufacture and sale Of cigars. and
/ such other business rs may Ice incidental
/ thereto or connected Herewith.
! ARTICLE III.-The capital stock Of this
! corporation Is hereby tN"d ~ IN" sum of
/ thirty thousand $3.50 100000 dollars, to be
! represented 10y three hundred (3OUl shares
| of the par value of one hundred tSluuOul
dollars each. payable AT such time and
| under such conditions as tn" Board Of
Directors may determine. This corpora
tion shall be a going concern and au-
thOrized TO do business, as soon as nifty
| CJOJ per cent of its authorized capital shall
| he subscribed for. and at least fifty tlOI
per cent of all stock so subscribed for.
| shall be paid for. Stock of this company
| shall only be issued for cash, or for Serv-
| ices rendered. merchandise, property or
I other valuable considerations, enurins to
this corporation, According to the eN-
elusive judgment and findings of the Board
of Directors thereof.
ARTICLE IV-In the event any holder
or owner of stock. as well as his widow
estate or heirs. desires to sell or dispose
Of the same, such holder or owner. as well
as his widow. estate or heirs, must FIRST
! tender such stock to the other stOckhOld-
erS. through the Board of Directors, for
purchase for a period of thirty days. in
! writing. at the price of said stock on the
books Of the corporation, and during such
period Of thirty days, the said stock
holders shall have the exclusive right to
| accept or reject the purchase of said
stock. as they may elect; and in the event
| said stockholders, through said Board
shall fail ts make said purchase within
the said period at the price offered. I'M
der the conditions aforesaid. then and in
that event, the stakeholder or stockhold-
ers desiring to dispose of his stock, may
sell the same to such other person or per-
; sons as he may see mt.
ARTICLE V.-The domicile OF this cor
poratiOn shall be in the City OF New Or
+. | leans. La, where all meetings of the stock
vided. that with the written consent of
J all directors, valid meetings of the di-
rectOrs may be held outside of the state.
or within the State, elsewhere than at its
dOmicile. Citation shall be served upon
) the President or in the absence or dis
ability of the President upon the vice
| | President; and in the absence or disabll-
! ity of the latter upon the Secretary, ana
|
J upon the Treasurer.
/ ARTICLE VI-AIl the corporate powers
of this corporation shall be vested in ana
, exercised by a Board of Directors, three
in number, all of whom shall be stock
I holders. to be elected on the first Monday
J of January of each year, commencing with
the first Monday Of January, 1872, with
the understanding that the first Board of
Directors selected by the stockholders. and
named in this charter, as well as the trst
? set of officers. as herein after named. shall
| hnl1 Off no frst Monday
uary, 1922. or until their successors have
been elected and have qualified.
? After the election of said Board OF Di-
+, rectors. by the holders of stock, as here.
in provided there shall be elected by SAID
directors from their own number, the Of
) ficers of the corporation. which are as
: Vice President; third, a Secretary; fourth.
, Treasurer. with the right to combine the
! last two offices in one person.
? The first Board of Directors, and the
, officers of this corporation shall be the
, following. and which said Board or III
? rectors and officers shall serve until the
election to be held on the first Monday of
= January, 1922, or until their successors are
elected chosen and qualified. The ad'
;, dresses of said directors and officers are
? set opposite their respective names: Her
{ man Lesser, President. 300 Decatur ST.
!. New Orleans La: Robert friedrich. Sec
D rotary Treasurer. 300 Decatur St, New Or.
S leans La; Jake Kahn. Vice-President, 800
Q Decatur St. New Orleans. La.
ARTICLE EII.-The annual meeting OF
the stockholders of this corporation foi
. the election of directors shall be held on
|. the first Monday of January OF each year
commencing with the first Monday or Jan
!. uary. 1922 The election for said directors
shall be by ballot and the majority II
amount of stock. voting, whether in per
: son or by proxy, shall elect the person
J. | for whom they are cast; each share o.
{ stock voted upon. 10 be counted but fOl
= one vote Said stock shall not be en-
e., titled to cumulative voting.
n oh
p. least fifteen days notice by mail OF tn
! election of said directors. and shall ap
| point one or more stockholders to preside
| at such election Any failure from an!
| cause whatsoe = to elect directors on III
| day named for that purpose shall not dis
solve this corporation. but the director
= and officers then In office. shall hold owe
K until their successors are chosen an'
+ Said Board of Directors is further an
" thOriZed to frame and adopt bylaws, rule
= and regulations as the affairs and bust
n ness of the company may require, and !
10 may deem necessary for the conductlni
l. and management thereof. provided, tn
e same does not conflict with this charte
O. and the laws Of the State of Louisiana
n and those Of the United States of America
# to name and appoint managers. hx thel
d compensation and terms of employment
t as well name and appoint agents an
r employees as in It's discretion may seen
e lit and proper. as well as TO fix the salarie
% and terms of employment Of the Officers
[. employees. Clerks ana aSslSlaHtS.
le ARTICLE VIII.-The Board Of Director
le is specially vested with the power to &C
d quire and purchase such property or busi
p ness. or good will. or all OF these from III
Is diyiduals firms or other corporations, a
p said Board of Directors may deem adviS
m able and proper. and at such price an
n on such terms as they deem best. and I
10 paw therefor in the capital stock Of thi
[: corporatiOn or otherwise.
r ARTICLE IX.-NO stakeholder sha
J., ever be held liable or responsible for tn
Q. contracts, faults, or debts of this corpora
n tion. nor shall any mere informality in il
n, | organization. have the effect Of renderin
5 this charter null, or of exposing its stock
ID holders to any liability beyond the M
L. ! paid balance on the stock owned by then
$ ARTICLE X.-The names and post ofhc
r addresses of the subscribers to these al
n | ticIes OF incorporation and the numht
f. ! of shares of stock subscribed for by eaci
5. are as follows: Herman Lesser. 800 Do
pr catur ST. New Orleans, La, I'D shares
nj Robert Frederick. 300 Decatur St. Ne
f. Orleans. La, 125 shares; Jake Kahn, 81
D. Decatur ST., New Orleans. La. 90 shares.