The herald. [volume] (New Orleans, La.) 1905-1953, 1920-05-20
CHARTER.
CHARTER OF EDOUARD PRUNEAU
COMPANY, INC.

Orleans Re it known. that on this thlr-
tieth day of the month of Aoril. in the
wear of our Lord, one thousand nine hun
dred and twenty. and of the Independence
of the United States OF America. the one
hundred and fOrty-thiTd, before me, Ed
gar NJ Calm. notary public. III ana iOt
the parish Of Orleans, state al LOulslaha'
duly commiss iOned, sworn and quallfled'
and in the presence OF the witnesses mere
matter named and undersigned, personally
came and appeared, the several parue>
whose names are hprcuutO subscribed, VINO
srypraIIy declared, that. ayailing them
selves ct the laws Of the state Of Louis
lana. in such cases made ana PROVIDED
they have COy"uanted and agreed, ana 40,
by these presents, covenant and agree, ana
hind themselves. aS well a. all DINER per
sons who may hereafter b"c"m" associated
with them TO form Il corporation ana b"dN
politic. in law. for IN" objects and puF-
noses and under the articles and supu-
lations. following. to-wi.
AETICr.r !. The name OF this CORPORA.
lion shall be- Eiuuard prur"nu Co. Inc.
and under it, ,aid corporate suuWe, ii shall
haze. power aud authority 10 enjoy Corpor.
ate existence and succession. FOR the luli
fern OF ninety mine years, from iht dhl"
hereof. 20 contract sue and o." sued, I"
make aud uzr a. corporal" seal, ana Ia
,!trr and break the same at pleasure; TO
acquire 10y gilt. grant Or. othrr"lS" hold'
receive. hypOthrcatr, convey, sell lease
pI-dgr. mortgage and dispose 81. property.
real personal and mixed, to issue nego-
table bonds and notes, or other evidences
of debt TO nam" aud appoint such man
ayers. agents. directors and Officers, ~ it,
huSinss- interest aud convenience" may re-
puiry TO make and establish, - wei a. 10
alter and amend, from time to time, such
bN laws rules and regulations for tn"
uroucr management of tn. affairs of this
corporation - the same may be necessary
aud prOprT. said corporation snail nave
further power to acquire. sell ana dlSp"Nr
of the capital stock in other corporations
and further 10 enjoy and cNcrcis" all the
rights and privileges and grants under
the laws Of this state, and NOR" partir-
ularly under Act 26I of 1874 of the Ions
lana Legislature of 1914.
ARTICLE IL. The objects and purposes
for which this corporation l. organized.
and the nature of th" business TO be car
ripd on by II. are hereby declared to be:
To mauufactur" all kinds of soft drinks
aud soft beverages, a. permitted by law,
aud to sell the same and to transact such
other business aS may be incidental there
to or connected Herewith; and to acquire
all the right title and interest of Lucien
I.ayednn in certain trade marks or trade
names a. well as the fOrmulae for the
manufacture Of certain soft drinks and
soft beverages permitted by law. and to
manufacture. sell, and dispose of all Of
said products and promote and develop
the same. according to the best Judgment
Of this corporation.
ARTICLE III.-The capital stock of
this corporation il hereby fixed at the
sum Of forty thousand (S40OOOO0D dollars.
to be represented by four hundred (iOD
shares OF the par value of one hundred
tslOOOOD dollars, each, payable ut such
time and under such conditions as the
board of directors may determine. This
corporation shall be a gong concern and
authorized to do business. as soon as fifty
g nut nR aAh nfnI
shall be subscribed for. and at least fifty
500 per cent Of all stock subscribed for,
shall he paid for. Stock of this company
shall only be issued for cash, or for ser
vices rendered. merchandise. property or
other valuable considerations. enuring to
this corporation. according to the eX-
elusive Judgment and findings of the board
of directors thereof.
ARTICLE IV.--In the event any holder
or owner of stock. well n 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 stockholders
the board of directors for pur-
chase for a period Of thirty days. in writ
ing. at the price of said stock on the
books OF the corporation. and during such
period Of thirty days, the said stockhOld-
crs shall have the exclusive right to ac-
cept or reject the purchase of said stock.
M II may elect: and in the event said
stockholders. through said board shall fail
to make said purchase within the said
period at the price offered. under the con
ditions aforesaid. then and in that event,
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.
ARTICLE v.-The domicile of this cor
poratiOn shall be in the city OF New Or
leans, La, where all meetings of the stock
holders or directors must be held. prOvid-
ed, that with the written consent of all
the directors. valid meetings of the d.
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 latter upon the vice presi-
dent. and in the absence or disability Of
the latter upon the secretary. and in the
absence or disability of the latter upon
the treasurer
ARTICLE vI.--Aii the corporate pow.
ers of this corporation shall be vested in
and exercised by board of directors.
three In number. all of whom shall be
stockholders, to he elected on the first
Monday Of March Of each year. cOmmenc-
ing with the first Monday of March 1921.
with the understanding that the first
BOARD of directors selected by the stock
holders, and named in this charter. as
well as the first set OF Officers, as here
matter named, shall hold office until the
first Monday of March 1921. 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 herein
provided, there shall be elected by said
directors from their own number. the of
ficers Of the corporation. which are as fol
lows: LIST. president; End, a vice-presi-
dent; 3rd, n secretary: 4th. a treasurer
any two Of which offices may be com
bined In one person.
The first board Of directors. and the
officers of this corporation shalt be the
following. and which said board Of direc-
tors and officers shall serve until the cleo
tion to be held on the first Monday of
March 1921, or until their successors are
elected. chosen and qualified. The ad-
dresses of said directors and officers are
set opposite their respective names:
Abby Hitler, president and treasurer.
2l27 Octavia street, New Orleans, La.
Lucien Layedan, vice president and secre-
tary, 9lO n. Solomon street, New Orleans.
La: Samuel W. Abney, director, Heidel-
berg, Miss.
The board Of directors shall have the
right to fill all vacancies occurring in their
number, whether resulting from death,
resignation, or otherwise.
ARTICLE vU.-The annual meeting NJ
the stockholders of this corporation for
the election Of directors shall be held on
the first Monday OF March of each wear
commencing with the first Monday of
March 1921. The election for said direc-
tors shall be by ballot and the majority
IN amount Of stock. voting, whether in
person or by proxy. shall elect the Der
son for whom they are cast: each share
OF stock voted upon, to be counted but
Tor one vote. Said stock shall not he
entitled to cumulative voting.
A The board Of directors shall give al