The herald., 1920-04-15
CHARTERS.
CHARTER OF LANGBEHN COMPANY,
INCORPORATED,


United States of America, state Of Lou
isiana Parish Of Orleans, City of New Or
leans. BE IL known, that Oh this seventh
day of the month of April in the year OF
our Lord, one Thousand Nine Hundred
and Twenty, and OF the Independence OF
the United states of America, the on
hundred and forty-third: Before me
Edgar Mayer Calm, Il Notary Pubic, IL
and for the Parish Of Orleans, state OF
Louisiana, duly commissioned. sworn ana
qualified. and in the presence OF the VIII
nssseS hereinafter named and underSign'
ed: personally came and appeared, the
several parties whose names are hereuHtc
subscribed who seyeTally decaredl that
HvaiIing themselves of the laws or The
State of Louisiana, in such cases maze
and provided. they have cOvenanted and
agreed and do, by these presents. cove
nant and agree, and bind themselves. ms
well IS all other persons who may mere
after become associated with them. 70
form a corporation and body polite. III
law, for the objects and purposes, and hh
der the articles and Stipulations, follow
ing, tU-wit:
ARTICLE THE name Of this corpora
ton shall be "Langbehn Company. lncor-
pOrated. and under its said corporate
name, Il shall have power and authority
10 enjoy corporate existence ana success
sion. for the full term % ninety nine years
from the date hereof, to contract. sue ana
be sued to make and use corporate
seal. and to alter and break the same ~
pleasure; To acquire by gift, grant or
otherwise hold. receive. EypOth"cate. con-
yey, sell, lease. pledge. mortgage and dis
pose of, property. real. personal anu
mixed to issue negotiable bonds and
notes Or other evidences of debt, 10 name
aud appoint such managers. agents. di-
rpct0TS and officers, as it, business in
trreSt and convenience" may require; TO
make and establish, as well ~ to alter ana
amend. from time to time. such 10y laws
rules and regulations for the proper man
agement of the affairs of this corporation,
as the same may be necessary and proper.
said corporation shall have further power
to acquire sell and dispose Of the capital
stock in other corporations: and further
10 enjoy and exercise ali the rights and
privileges and grants under tn" laws OF
this State and more particularly under
Act 267 Of the Louisiana Legislature of
1914.
ARTICLE 1.-THE objects and purposes
for which this corporation is organized,
and the nature of the business to he car
ried on by IL, are hereby declared 10 be:
To engage In the business of importing
and exporting between the United States
and foreign countries, with the right to
maintain. operate and conduct offices and
agencies in the United States and In for
sign countries, and to transact such other
business as may be connected Herewith
or incidental thereto, all as permitted and
sanctioned By law.
ARTICLE lII.-The capital stock of this
corporation is hereby fixed mt the sum of
Five Thousand (S5,OO0OO) Dollars, to be
represented by fifty (J0) shares of the
par value Of One Hundred (Sl0OOW Dol
lars each, payable ut such times and under
such conditions as the Board of Directors
may determine. This corporation shall
he a going concern and authorized to do
business, as soon as fifty (J0Gol per cent.
of it's authorized capital shall be sub
nd NJ Lea Sf fifty flOCT.l
cent of all stock so subscribed for, shall
be paid for. Stock of this company
shall only he issued for cash, or for
services rendered. merchandise. property
to this corporation, according to the eX-
elusive judgment sind findings Of the
BOARD of Directors thereof.
ARTICLE IV.-In the event any holder
or owner of stock, rs well as his widow,
estate or heirs, desires to sell or dispose
of the same, such holder or owner. rs well
as his widow. estate or heirs, must first
tender such stock to the Board of Direc
tors of this Corporation for purchase for
n period of thirty days in writing mt the
price of said stock on the books of the
corporation, and during such period OF
thirty days. the said Board shall have
the exclusive right to accept or reject the
purchase of said stock. as il may elect
and in the event the said Board shall fail
to make said purchase within the said
period at the price offered. under the
conditions aforesaid then and in that
event the exclusive right to purchase at
said price shall pass to, be open to and
available to. the stockholders, for a like
period of thirty days; and in the event
the stockholders or any of them, shall
not exercise this right to purchase, then
the stakeholder or stockholders desiring
to dispose of his stock, may sell the same
TO such other person or persons as he may
see fit
poration shall be in the City of New Or
leans, La, where all meetings of the
kholders or directors must be held,
provided, that with the written consent
of all the directors. valid meetings of the
directors may be held outside Of the
than at it's domicile. Citation shall
he served upon the President, or
in the absence or disability of the lat
ter, upon the Vice-President, and in the
absence or disability of the latter upon
the Secretary, and in the absence or dis
ability OF the latter upon the Treasurer.
ARTICLE yI.-An the corporate powers
Of this corporation shall he vested in and
exercised by n board of directors, three
In number all Of whom shall be stOckhOld-
of April of each year. commencing
with the first Monday of April. 1921.
with the understanding that the first
Board of Directors selected by the
ter. as well as the first set of officers, as
hereinafter named. shall hold office until
the first Monday of April 1921, or until
their successors have been elected and
have qualified.
After the election of said Board of hi
rectors by the holders of stock. as herein
provided there shall he elected by said
directors from their own number, the Of
ficers of the corporation. which are as
follows. LIST President; 2nd: Vice
President; 3rd a Secretary and Treas
urer, which last two offices may he com
bind In one person.
The Vice President of this Corporation,
shall mt all times enjoy the same rights
and authority in all matters corporate
or relating to this corporation or its af-
fairs, as the President thereof: aud the
acts doings and engagements of said
Vice President shall have the same weight
and authority, IA the President thereof.
The first Board OF Directors, and the
officers Of this corporation shall he the
following. and which said Board OF Di-
rectors and officers shall serve until the
election to be held on the first Monday
OF April. 1921. or until their successors
are elected. chosen and qualified. The
addresses of said directors and officers
are set opposite their respective names:
Frank Langbehu, President. 1892 State ST..
New Orleans, La; Fritz Langbehn, Vice
President, Hamburg, Germany; T. Milton
Langbehn. Secretary Treasurer, 1882 State
St. New Orleans. La. The Board of Di-
rectors shall have the right to fill all va
cancies occurring in their number. whether
resulting from death. resignation, or other
wise.
ARTICLE VII.-The annual meeting of
the stockholders of this corporation for
the election of directors shall be held on
he first Monday of April Of each year
commencing with the first Monday of
~ Il.