The herald., 1920-12-09
CHARTER.
CHARTER OF THE PEERLESS CIGAR
BON COMPANY, INC.

BON COMPANY, INC.
United States of America, State Of Lou
iSlana, Parish of Orleans, City of New
Orleans. BE IL known, that on this ptl
day Of the month of November, in tn,
year Of our Lord, one thousand. nine hun
dr"d and twenty, Before me, Herman l.
BaTnrlt. notary public, duly commits
stoned and qualified, in and for the Par
lSh of Orleans. State of Louisiana, there
IN residing, and in the presence Of tn,
witnesses hereinafter named and under.
signed, personally came and appeared In,
several persons whose names are hpreun
10 subscribed, all Of the full age OF ma.
Jority, who seyerdIly declared 10 me No.
taEy; mat aNaiEng themselves of the laws
OF the state OF Louisiana. in Sucb cases
made ana provided. and more uarticuIgrIv
OF Act No. 2b7 Of the General Assrmbiy
ct ne state Of Louisiana of 1914, rplatin;,
70 the creation. organization and forria77
ton OF corporations, they have Coy.na ,ils
eu ana agreed and by theS, pressnfg a.
covenant and agree and bind tb.m..I,o's
Lon 81 as an such other persons as NAV
HrI''i''F become associated with them "a
FORM a corporation for tho objects and
purposes ana under the articles and slim
idtIoHs Following, tO-wit:
AhIlCLE The name and title Of this
CORPORATION shall be Peerless Cigar ~
company, Inc, and under its cornoratc
hduir u shaIi have power and gutbority =,
nave ana TO ENJOY corporate existence for
a p'Iiod OF nin"ty-niue years from dgra
hereof unless sooner dissolved nv mi
dAtiOh or otherwise; it shall have 1ownr
10 contract 10 sue and be- sued 10 make
ana Use a corporate seal and 10 81.
ana break same at pleasure. To hold -.
ttIE'' tease. purchase. transfer assign
convey, mortgage, hypOthecatc. pledg, or
oou i receive or dispose Of property.
real, personal, or mixed, cOrpOrraI and in
corr oredl; 10 issue bonds, and If desired
70 secure same by mortgage. to huy and
noIh STOCK m other companies. incident 10
lhe objects and purposes. or to the pNu1n.
sion OF the business interests of the ,ornnr
atlon' 10 name, elect and appoint such man.
ayers, agents, directors or officers as IL,
business interests NAV require. to mall
and establish. alter and amend lis nv Nv.
rules and regulations for its prODpr gov
trhmeut. as may be deemed necessary and
pInper' ana. generally, TO do any and all
thIhSN incident 10 or necessary and proper
Tor IN" extension Of the business in which
the corporation Is engaged
ARTICLE 1.-THE corporation shall no
domlCiled IN the City Of New Orleans. in
the state of Louisiana. and all citation or
other legal process shall be served upon
me PRESIDENT or, IN his absence. upon the
wee President Of the corporations
ARTICLE III.-The objects and mr.
poses for which this corporation is organ
lzed ana created. and the nature of the
business 70 be carried on by II, are DE-
clHred 10 be n follows. To buy. sell man
ufartur", deal in and handle. cigar boxes
OF wood. cardboard, tin and glass or auy
other KIND Of material: to buy. sell. man
utactur". deal in and handle. cartons
boxes cases. containers. crates and cans of
all sorts. materials and descriptions To
own ana operate printing plant in con
n"CtiOu with the business and IA uriur
labels, and such other printed matter "a.
may be necessary in the business: to opcr-
ate a saw and planning mill in connection
with the business, and to design. ,opN-
right print and own. labels for cigar boxes
ana other containers: to deal In aud han
die cigar manufacturers supplies acrrS-
series and utensils and any and all ar
ticlcS In connection with the cigar cigar
cite and tobacco manufacturing business
anu: generally, To engage in any and all
business incident to the objects and pur.
poses above described. To engage in for
eign as well As domestic commerce. and to
carry on any of the business aforesaid IN
the United States and its territories and
dependencies, and in foreign countries.
ARTICLE IV.-The capital stock of this
corporation is hereby fixed at the sum of
twenty hive thousand dollars (S2j. 100000. |
represented by two hundred and fifty j2JOI
shares, of the par value Of one hundred
dollars (SlOO.OO) each Said stock shall
be paid for in cash or its equivalent as
provided by law, and in such manner and
at such time, and in such inStallments a.
may be prescribed by the Board of hi !
rectOrs. This corporation shall become a
going concern and shall be authorized to
commence business when Sl2.JOO.OO OF it,
capital stock shall have been subscribe,
for. and S6,2jO.OO of its capital stock ac-
tually paid in. either in cash or its equiv
alent, as provided by law.
ARTICLE V.-The capital stock of thi, /
corporation may be increa sed to the sum
N~,sfNNN"NSt
twothirds vote of all the stock present OF
represented mt special meeting callrC
for that purpose, or at regular annua
meeting OF the corporation.
ARTICLE VIAL certificates of stoct
issued by the corporation shall be signed
by the President or Vice President and by |
the Secretary The stock Of
this corporation can be transferred only |
on the books Of the corporation, and sub |
ject 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 dis |
pose of his stock without first Offering !
same in writing to the other stockholders. /
through the Board of Directors, at price |
not exceeding the book value thereof, and |
the stockholders shall have an option and |
first right to purchase all the shares of |
stock to be thus disposed of by sale. res |
ignatiOn or otherwise of any of the stock !
holders OF the corporation, and shall have |
period OF ten days In which to accept |
or decline TO purchase said stock. Should
the Board OF Directors or the stockholders
decline TO purchase said stock, then the
stakeholder or stockholders who made the
offer to sell or otherwise dispose OF the
stock, may sell or otherwise dispose of It,
in any IhaEner and at any price that he
or they may see tit. But each share of
stock is issued under the condition and
understanding that no stOckkhOlder shall
make sale or transfer of his stock in yiO-
latiOn of this provision: and this company
shall be under no obligation to list said
stock on Its books or to regard the holder
of the certificate thereof.
ARTICLE VII.-The corporate powers
of this corporation shall be vested in and
exercised by a Board of Directors com
posed Of four stockholders, three of whom
shall constitute a quorum for the transac
ton of business. The Directors of this |
corporation may vote in person or by
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 other representa- |
tive OF the Company, by appropriate resO. |
luton to that effect. The first Board of !
Directors of this corporation shall be com |
posed of the following: Bernhard Fried |
man, Jules Dupuy, Jr., Julius Oppenheim /
Paul +. ChaSez; with Bernhardt Friedman |
as President. Jules Dupuy as Vice Presi- /
dent, and julius Oppenheim as Secretary
Treasurer, and they shall serve until the |
third Wednesday In January, 1922 or until |
their successors are duly elected and quail
ihed. The Directors shall be elected an.
nually, mt meeting held on the third
wednesday In January of each year there
after, notice Of such meeting being given
according to law, and the Board of Direc-
tors may change the date of said annual
meeting, by written notice to that effect
sent at least fifteen days before date to
which the meeting has been changed di-
rected 10 each Of the stockholders at his
last known place of residence. Each stock.
holder shall at such annual meeting or
otner meeting, general or special, be en-
Titled, IN person or by proxy, to one vote !
Tor every share of stock owned The eI,-,- |
tons shall be held under such rules and
regulations as may be from time to time
determined by the Board OF Directors. The
directors, when elected, shall hold Office
Tor one year, or until their successors have
been elected and qualified. and failure to
hold the annual meeting Of Stockholders
10 elect annually the Directors shall not