The herald., 1920-03-04
CHARTER.

/
! corporation, and generally to do and per
| form all things incidental or gcrIuane to
the objects and purposes h"rcinbefore eN
| pressed
! ARTICLE IV.-Thc capital stock of this
! corporation is hereby fixed ut the sum Of
/ five thousand $4,000 dollars. divided into
! and represented by fifty tJo) shares OF Tn"
! par value OF one hundred tNlNb dollars
/ each. al of which shall be common stock,
! and the amount to which the capital stock
may be increased j. hereby nNrd at tn"
| sum Of twenty-five thousand dollars The
| said stock shall be issued only for cash
| or i'm payment of property or services
/ actually received 10y or rendered TO
/ said corporation. said stock shall h"
issuance and thereafter be non assess
! able. Fifty per cent of the capital stock
! shall Toe subscribed before the Ming Of
this Act of Incorporation and hfiy per
! cent Of the amount 30 subscribed shall be
actually paid In before the corporation On
I cages in business. and the remainder Of
/ the amount 80 subscribed shall h" pald
within one wear from and after the dat"
! hereof The residue of the capital stock
! shall be issued ana paid Tor subject TO
the action of tine BOARD of Directors. IN
| conformity with existing provisions of the
/ Law relating thereto. The parties h"r"t"
| have subscribed for the number OF shares
| Of the capital stock set opposite their re-
! >p"ctiyc signatures hereto. 80 that this
| Act of Incorporation shall also ScrE" as III"
| original substitution list. y. -. Meteor
| mick and i. VI. Griffin. Co-partnrrs OF the
! Crescent Creole Candy Company. nave
! agreed Ia transfer the articles of mrrchan
| disc and other appliances btl"HSlnI 10
J said co partnership to the Crescent Creole
Candy co. Inc. in payment OF capital
: stock equal To the sum of seven hundred
! seventeen and % 100 tSIlI@3D dollars, as
/ will more fuzzy appear by reference Ia the
/ detailed itcmiZ"d statement OF the lHrr-
| chandi>e and appliances transferred TO IN"
! cOrpOration which j. hereto attached and
made part OF this Act of Incorporation
| No present or future stakeholder shall
] ever validity sell assign or transfer, other
I thanl hy Inheritance, any of the raplt3l
stock of this corporation untl the same
| shall have been first offered 10 the remain
l ing stockholders for the b'u"nt az mos"
| stockholders who may desire - purchase
/ the same. through the Board Of directors,
Tor period OF ten days. ut III" book value
of such stock aS shown uu the books OF
( the corporation on the %l>t DAY OF De
r,uhcr preceding the date 81 such 0'tr-
| IL shall be the duty of Ia" Board Of III
rrctor>. promptly. upoa receiving an Offer
/ Of ~al. OF any of the capital stock OF inns
/ corporation. 10 communSS ~" the same 10
, the stockholders. in wrHsng. through tn"
! Secretary OF the Company. and each of IN"
| aid ru,kholtcrS shall Toe entitled to pur-
! chase such proportion of the stock 50 o.
! rrred for sal. aS the number OF shares
, owned by him bears To the number OF
shlrcS owned by all other stockholders
desiring % participate in the purchase No
| Sal, under foreclosure. attachment or other
| I rOcc>S. or b., NirtU" Of any power OF at
| torncv. Il"dEC or hypOthocl'ibn. shall be
vaIidly made until the foregoing require
! mcnt~ have been complied with 10y the
| PERSON or persons, firm or corporation
/ rroyOKinG such foreclosure Or sale. The
! BOARD of Directors shall have authority,
/ however. to waive the above requirements
las TO any particular hypOthccatiOn or
I pledge OF stock. by resolution adopted at
! a regular called meeting of the Board. or
| at II MEETING attended by all the members
of the Board Of Directors. such resolution
\. no lodi ~
| hypOthccatiOn.
| ARTICLE V.-An the powers of this
corporation shall be- vested in and be eN-
! crci>cd by q Board Of four Directors Said
/ Directors shall he bona tide stockholders
| aud shall each own. at all times, at least
one fun paid. non-pledg"d share of stock.
{ rhe first Board of Directors, as well as
| the officers of the corporation. shall con-
/ SSt of \. u. Mccormick. 2lOI Milan street.
! New Orleans. who shall be President; VI.
l.. Jones 1000 Canal street New Orleans,
who shall b" Vice President: r. NJ. Crit
! fin. 2lOi Milan street. New Orleans, who
! shall be- Secretary Treasurer: J. Calm. 1921
| Magazine street New Orleans. The above
! named Board of Directors and each sue
cceding Board shall continue to hold office
| for one year. or until their successors are
| elected and qualified. Failure to elect Di-
J rcctorS at the annual meeting, as well as
/ any failur" TO elect officers at the annual
meeting, shall not operate to dissolve the
| Company. but the Directors and officers
! installed shall continue to serve until their
successors are elected and qualified. The
| persons to he hereafter elected Directors
! or subsequent years shall select from their
| own number a President. a Vice President
and n Secretary Treasurer. The Board of
| Directors may from time to time and as
| the business of the corporation may die
| tate. combine any two of the above offices
| in one and tn" same person. except that
| of President and Vice President. On the
! second Tuesday of January. 1921, and each
1 wear thereafter, the stockholders shall
Ial a Hoard NJ Directors for the pnSuiul
| wear the Board OF Directors. as well as
| the officers already installed. shall con-
, time in office until their successors are
| elected and qualified. The election of Di-
| rectorS shall he by ballot, and the per-
/ sons receiving the majority of votes cast
! shall he declared elected. For electing Di-
! rectors. or for any other purpose. each
| share of stock shall be entitled to one
| vote, whether present or by proxy, but no
| fractional share of stock shall be entitled
| to vote. majority of the Directors yot-
| ing at any one time. in person or by
| proxy shall he required to pass any resO-
| luton or adopt any bylaw, and which,
when so adopted. shall become valid cor
| porate acts. In case or vacancy on the
| Board or among the officers. from any
cause. the remaining members of the
! Board shall have the power to enact such
| bylaws. rules and regulations as in their
| opinion may he necessary and proper for
| the management operation and control OF
| the business Of said corporation.
! ARTICLE IV.-Notice of all meetings
| held for the election of Directors or for
| any other purpose. shall be given in writ
| ing by the Secretary and may be served
| personally or deposited in the mail ad
| dressed ifteen (15) days before such
| meeting is held, and directed TO each
stakeholder ut his last known address, as
| the same shall appear on the books of the
corporation, unless said notice is waived in
writing by all of the stockholders appear
ing upon the books. At all meetings of
stockholders a majority of the votes cast
shall be sufficient to elect or decide all
questions voted upon, except for the al
teratiOn. amendment or the dissolution OF
the corporation.
ARTICLE VII.-ThiS act of incorpora-
tiOn may he altered. amended or modified
or the corporation dissolved, by a vote of
twO-thirdS in amount of the capital stock
represented at a general meeting of stock
holders, called for that purpose, after no.
tice as provided in Article VI of this char
ter; and in ease of dissolution of the cor
pOratiOn the stockholders at such meeting
shall elect three (2) hquidating commits
SiOners who shall have entire charge of
such liquidation. with authority to sell
and dispose of the assets of the corpora
ton, and to fill vacancies occurring in
their number.
ARTICLE NlII-No stakeholder shall
ever be held liable or responsible for the
contracts or faults of this corporation in
any further sum than the unpaid balance
due the corporation on the shares owned |
by him. nor shall any mere infOrmality in |
organization have the effect of rendering
this charter null. or of exposing a stock |
holder to any liability beyond the amount |
of his unpaid stock.
Thus done and passed at my office in the |