The herald., 1920-01-22
CHARTER.

aIIy came and appeared: The several
parties whose names are hcreuhto SUP
scribed who Seyerally declared mat
ayailing themselves of the laws of the
State of Louisiana, in such cases made
and provided. they have covenanted ana
agreed, and do. by these presents cove
nant and agree ana blnd themselves as
Sell as all other persons VINO may mere
after become associated with them, TO
form corporation, and body polite, IN
law. for the objects and purposes, ana
under the articles ana Stpuiatloh>, l"l- }
lowing, tO-wit:
ARTICLE 1.-The name of this corpora |
ton shall be eraser Chemical Company, /
Inc" and under its said corporate name, |
il shall have power and authority 10 ENJOY
corporate existence and succession, Tor
the full term of ninety nine years, from
the date hereof. to contract, sue ana De
sued to make and use corporate seal
and to alter and break the same at plea
sure; to acquire, by grant, gift or other
wise hold, receive, hypothecate, convey,
sell, lease, pledge, mortgage and dispose
of, property, real, personal, and mixed, 10
issue negotiable bonds and notes or other
evidences of debt, to name and appoint such
mana gers agents directors and officers,
as its business interest and convenience
may require; TO make and establish, as
well as to alter and amend, from time TO
time, such bylaws, rules and regulations
for the proper management or the aftalrS
of this corporation, as the same may DE
necessary and proper; sald corporation
D
and dispose of the capital stock in other
corporations; and further enjoy and eNer-
else all the rights and privileges and
grants under the laws of this State, and
more particularly under Act 26I OF the
! Louisiana Legislature of 1911.
ARTICLE 1.-THE objects and purposes
| for which this corporation is organized,
| and the nature of the business to be car
| ried on by it. are hereby declared TO
/ be: To engage in business as manufac-
/ turcrS of liquid and solid mOrdants, to be
used in dying fabrics; also to manutac-
/ ture dyes and handle dye house supplies
| and to acquire all the right, title and in
terest of Paul Besnier in his invention
| known as Liquid mOrdant for use in
! dyeing fabrics as shown by letters pa
tent issued to him by the United States
/ Patent Office and bearing the Number
/ l320974. dated the 4th of November, 1913,
as will appear by said letters patent and
the specifications thereto annexed ana
| TO manufacture sell and dispose of said
product and promote and develop the
| same, according to the best Judgment or
this corporation; and to do all things with
said invention so patented, as the sald
Paul Besnier might or could do.
ARTICLE III.-The capital stock of this
corporation is hereby fixed at the sum
of Five Thousand (S5,0O0.OO) Dollars, TO
be represented by fifty (JO) shares OF the
par value of One Hundred (SlOOO) Dol
lars each. payable at such times and under
such conditions as the Board of Directors
may determine. This corporation shall
be going concern and authorized TO do
business, as soon as fifty (5Olo) per cent
| of its authorized capital shall be sub
. scribed for, and at least (JOGo) of all stock
so subscribed for, shall be paid for. Stock
of this company shall only be issued Tor
cash. or for services rendered, merchan-
| disc. property or other valuable cOnsidera-
p tiOnS. enuring to this corporation, accord
I ing to the exclusive judgment and f1nd'
ings of the Board of Directors thereof.
| ARTICLE IV.-In the event any holder
Q or owner of stock, well as his widow
estate or heirs, desires to sell or dispos'
. of the same, such holder or owner, as wei
, as his widow, estate or heirs, must frs
q tender such stock to the Board of Direc
u tors of this Corporation for purchase TO
n a period of thirty days. in writing at tn
e price of said stock on the books of tn
! corporation. and during such period
l: thirty days, the said Board shall hav
! the exclusive right to accept or rejec
+ the purchase of said stock, as it ma
e elect; and in the event the said Boar
!, shall fail to make said purchase With
q said period at the price offered, unde
t, the conditions aforesaid then and in tina
: event, the exclusive right to purchase Il
n said price shall pass to, be open to- an
IS available to, the stockholders, for a lik
y period of thirty days; and in the even
', the stockholders or any of them, shall nc
~ exercise this right to purchase, then tn
n stakeholder or stockholders desiring
- dispose of his stock, may sell the sam
" to such person or persons as he may st
;, fit. Shares of stock in this corporatio
y shall not be subject to pledge.
~ ARTICLE v.-The domicile of this col
3 poration shall be in the City of New Or
M leans La, where all meetings of the stock
N holders or directors must be held, pro
,s vided. that with the written consent
s all the directors, valid meetings OF n
n directors may be held outside of III
70 State. or within the State, elsewhere tina
IN at its domicile. Citation shall be serve
: upon the President, or in his absence {
ze disability. upon the Vice-President. and
70 the absence or disability of the latter upo
= the Secretary, and in the absence or dis;
~ bility of the latter upon the Treasure
N ARTICLE VI.-All the corporate pow
ers of this corporation shall be vested
k and exercised by a Board OF Director
40 five in, number, all of whom shall be stool
ID holders. to be elected on the third Monda
40 of January of each year. commencin
M with the third Monday of January in III
year 1921 with the understanding tn;
C the first board of directors selected b
the stockholders. and named in this cha
20 ter. well the first set of officers, {
Ct hereinafter named. shall hold office unit
r the third Monday of January, 1921,
A. until their successors have been electe
g and have qualified.
IS After the election of said Board of u
r rectors. by the holders of stock, as herei
provided, there shall be elected by sal
be directors from their own number. the o
n ficers of the Corporation, which are ;
follows: LIST. President: 2nd: A Vic
n. President; 3rd: a Secretary; 4th:
n
a. The first Board of Directors. and Il
az officers of this corporation shall be n
IN q. following. and which said Board of II
~ rectors and officers shall serve until Il
~ election to he held on the third Monday
"a January. 1921. until their successo
su are elected chosen and qualified. II
"e addresses of said directors and office
are set opposite their respective name
all John j. Grasser. President, 1894 st. A
I'm drew St. New Orleans. La; Louis Oh
IL teaux. Vice President. 2622 Bay ST., Ne
p Orleans. La: John W. Heeg. Secretar
RS 1928 Plum ST.. New Orleans. La; Benz
IN, min A. Moss. Treasurer. 1926 st. Charl
ne Ave. New Orleans. La; Paul Besnier, j
10 rector. $40 Madison St, New Orleans, l.
ne The Board of Directors shall have q
en- right to fill all vacancies occurring
all their number. whether resulting fro
ls- death. resignation. or otherwise.
no ARTICLE VII.-The annual meeting
lte the stockholders of this corporation 4
~ the election of directors shall be held
RS. the third Monday of January of ca
IT. year commencing with the third MOnd
of January. 1921. The election for sa
all directors shall be by ballot. and the m
he jority in amount OF stock. voting, wheth
in in person or by proxy, shall elect the pc
al sons for whom they are cast; each sha
bv of stock voted upon, to be counted 4
in but one vote. Said stock shall not
ng entitled to cumulative voting.
ny The Board of Directors shall give
he least fifteen days notice by mail of I
election of said directors, and shall a
as point one or more stockholders to pI