The herald., 1920-01-29


to be a true and correct copy of the orig
inal on file in the records of my office.
New Orleans, La. December 49, 1919.
WILLIAM J. GUSTE,
tSeal) Notary Public.
Dec. s5-Jan. 20.
CHARTER OF LEON ISRAEL BROS.
(HAITD INC.
United States of America, State OF Louis
lana, Parish of Orleans, City of New Or
leans. BE it known, that on this Sth day
OF the month of December in the year of
our Lord, One Thousand Nine Hundred
and Nineteen, before me, Herman L. Bar
nett, a Notary Public, duly commissioned
and qualified In and for the above Parish
and State, therein residing, and in the
presence of the witnesses hereinafter
named and undersigned. personally came
and appeared the several parties whose
names are hereunto subscribed, who sew
orally declared that, availing themselves
of the laws of the State of Louisiana.
In such cases made and provided, and more
particularly of Act 267 of the General As
sembly OF the State of Louisiana Of 1914
relating to the creation, organization and
formation of corporations, they have cove
nanted and agreed and by these presents
do hereby covenant, agree and bind them
selves. as well as all other persons as may
hereafter become associated with them, to
form a corporation for the objects and
purposes under the articles and stipula-
| lions following, which they hereby adopt
ARTICLE 1.-The name and title of
this corporation shall be Leon Israel &
Bros. (HaitD, Inc, and under its cor
porate name, it shall have power and au-
thority to have and enjoy corporate ex-
istence for a period of ninety nine years
| from date hereof, unless sooner dissolved
by liquidation or otherwise. 1t shall
| have power to contract; to sue and be
| sued; to make and use a corporate SEAL
and to alter and break the same at plea
ohoo
transfer, assign. mortgage, hypothecate,
pledge or otherwise dispose OF property
real personal or mixed, corporal and in
| corporeal; to issue bonds and, IL de-
| sired, to secure same by mortgage; to hold
stock In other companies; to name, elect
and appoint such manager, agents, direc-
| tors, and officers as the interest and con-
venience OF said corporation may require !;
| TO make and establish, alter and amend
bylaws, rules and regulations for its
proper government. as may be deemed
necessary and proper for the extension OF
the business in which the corporation is
engaged.
ARTICLE 1.-THE domicile of this cor.
poration shall be in the City of New Or
| leans, State Of louisiana and service of
process shall be made upon the Presi-
dent, or, in his absence, upon the Secre-
| tary.
ARTICLE III-The objects and pur-
poses for which this corporation is orga-
| nized and created and the nature of the
business to be carried on by II are de-
| clared to be as follows:
| To engage in a general import and ex-
port business in the United States and in
foreign countries and to carry on a gener-
| al merchandise business; to import and
export, buy and sell at wholesale and re-
and generally to trade and deal in goods.
wares, products, commodities and mer-
chandise Of every kind and description
as principal, factor or agent: and gen.
orally to do and perform allthings per-
tinent and necessary to carry out and
| execute the objects and purposes herein.
above enumerated.
ARTICLE Iv.-The capital stock Of
this corporation is hereby fixed at the
sum of Five Thousand Dollars, and shall
fifty shares Of common stock, Of the par
value of One Hundred ($1O0.O0) Dollars
each. Said stock shall be paid for in
cash. or by property. or services actually
| rendered to the corporation or other
equivalent of cash as provided by law,
and in such manner and at such times
and in such installments as may be pre-
scribed by the Board Of Directors. This
and shall be authorized to commence
business as soon as fifty per cent of all
| stock subscribed for shall in fact have
been paid for, either in cash or its equiva-
lent.
ARTICLE v.-An certificates Of stock
issued by this corporation shall be signed
| by the President and countersigned by
the vice-President or II authorized by
resolution OF the Board Of Directors. shall
be signed by the President, and counter
signed by the Secretary and Treasurer.
The stock Of this corporation can be
transferred only to the books Of the cor
poration and subject to such regulations
| and formalities as may be by the Board
| Of Directors from time to time prescribed.
No stakeholder shall be permitted to sell
| or otherwise dispose Of his stock without
| first offering the same in writing to the
other stockholders through the Board of
Directors at a price not exceeding the book
proportion to their holdings, shall have
| an option and first right to purchase all
| the shares Of stock to be thus disposed of
| by sale or otherwise Of any Of the stock
holders, and shall have period OF ten
days In which to accept or decline said
offer. Should the stockholders decline
to purchase said stock, then such stock
holder Is at liberty to sell or dispose of
the stock, and may do so in any manner
Each share of stock is issued herein
upon the condition and understanding
that no stakeholder hall sell or other
wise transfer his stock in violation hereof,
shall be void. and this corporation shall
be under no obligation to list said stock
on its books or to regard the holder of
the certificate thereof.
| Wine corporate pOWefS Oh
this corporation shall be vested in and
exercised by a Board Of four Directors,
three Of whom shall constitute a quorum
| for the transaction Of business. The d.
| rectors Of the corporation may vote in
person or by written or telegraphic proxy
at any Of the meetings Of the Board of
Directors; and the Board of Directors
may delegate any of its powers to any
officer or officers or any representative
Of the corporation by appropriate resolu-
| ton to that effect.
The first Board Of Directors Of this cor
poration shall be composed OF the FOL
| lowing: Sam Isreal. President: Achiile
Israel, Vice President; Karl N. Gutmann.
| Secretary Treasurer; Leon Israel; and
| they shall serve until the second We'd
| nesday in January, 1921, or until their
| successors are elected and qualified. The
| Directors shall be elected annually at a
meeting held on the second "Wednesday
of January in each year after date hereof
| Notice Of said meeting shall be given ten
days prior to the date Of said meeting,
| in writing, sent by registered mail to
| each stakeholder at his last known place
| of residence. The Board Of Directors may
change the date Of said annual meeting
| to any other date, by written notice Ia
| that effect, sent at least fifteen days prior
/ to the date to which said annual meeting
| shall be changed, directed by registered
mail to each stakeholder at his last known
place Of residence.
Each stakeholder shall, at such annual
meeting or other meeting general or spec
ial, be entitled In person or by written