The herald., 1920-01-15
(seaI)
CHARTER OF THE FERTH-RUBIN
MILLINERY COMPANY,
INCORPORATED.


Hundred and Nineteen Q9l9, before me,
benjamin Dry, a Notary Public in and
for the Parish of Orleans. in the State of
Louisiana, duly commissioned and quail
fled, and in the presence Of the witnesses
hereinafter named and undersigned, per
sOnally came and appeared the parties
whose names are hercuntO subscribed, all
Of the full age af majority, who seyerally
declared that availing themselves of the
provisions of the laws of this State. re-
lative to the organization of Corporations
and especially Act No. 267 of the LegiS-
lature of the State of Louisiana. of the
Session of l9l4-they have cOvenanted and
agreed, and do by these presents cove
nant, agree and bind themselves, and
those who may hereafter become assO-
ciated with them. and their successors,
to form themselves into and constitute a
Corporation foe the objects and purposes,
and under the Articles of Incorporation,
following, viz:
ARTICLE 1.-The name and title of this
corporation shall be The Ferth- Rubin
Millinery Company, Incorporated Ii
shall have its dOmicile in the city Of New
Orleans, La, and IL shall have and enjoy
succession under its corporate name for
period of ninety mine years from and after
the date hereof. IL shall have power and
authority to hold, purchase, sell, convey,
lease, pledge or mortgage property, NOV
able and immovable, and personal proper
~ and effects, and sue and be sued, and it
may have seal with such inscription and
device as may De scIeCteu Dy the DOdrC OF
Directors.
death. sickness, absence or inability to act
from any cause the Vice President is here
by designated as the proper officer upon
whom citation and all other legal process
shall be served; or in the absence or in
ability of both the President and Vice
President to act, then upon the Secretary.
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 purchase, sell and manufacture Millinery
and Millinery goods of all kinds and de-
scription, and all articles appertaining
thereto, and all other merchandise con
nected Herewith, and in fact engaging in
any and all legitimate commercial pur-
suits without any restriction whatsoever,
and generally TO do and perform all such
other acts and things as may be requisite
and necessary to carry out its objects and
purposes or those incidental to its bust
ness
ARTICLE III.-The capital stock of
this corporation is hereby declared to be
the sum of fifty thousand (SJOOOOO) dol
lars divided into five hundred shares OF
one hundred (Sl00.00) dollars each which
shall be paid for when subscribed either
in cash or in such installments as the
Board of Directors may direct. All shares
of stock shall be issued as full paid and
worcestershire and no transfer of stock
shall be binding upon the company I'M
less recorded on ii books.
This corporation shall be a going con-
Germ as soon as fifty per cent of the
amount of its capital stock has been sub
amount so subscribed for shall have been
paid in.
ARTICLE Iv.-The business and affairs
of this corporation shall be transacted by
Board OF three Directors. The said
Board of Directors shall elect from among
their number. a President, Vice-Presi-
dent and a treasurer who shall act as Sec
rotary.
The first Board of Directors under this
charter shall consist of David NJ. Ferth
Lake Charles, La, and Philip Rubin
New Orleans, La, with said David Nj
Ferth, as president; Morris Rosenthal, as
vice president and Philip Rubin, as sec
hold their office until the first day OF
January, 1921, or until their successors
shall have been elected and shall have en-
| tered into office.
On the first Monday of January, 1921
and annually thereafter on the first Mon
| day of January, of each year, an election
for directors shall be held at the dOmicilt
and place of business of said company In
| the City of New Orleans after fifteen days
notice in writing by mail or in person
shall have been given to each stockhoidei
| or his duly authorized agent by the sec
rotary. Said directors shall take theii
seats and enter into the duties of theil
office on their election; and each Board
of Directors shall Immediately after their
election elect from among their number
a president: a vice president and treas
urer who shall a I as secretary. And said
Board of Directors and said officers shall
hold their office for one year or until
their successors have been elected and
| have qualified.
ARTICLE y.-No stakeholder of this
hall hn oil a g n
tor thereof unless he holds and owns In
his own name and continues so to hold
and own during his incumbency at least
one ID share of the capital stock OF this
corporation. Each share OF stock snail
be entitled to one vote to be cast either
in person or by written proxy, and nc
stakeholder shall be entitled to vote on
his stock either in person or by proxy
unless said stock shall have been owned
by him anu registered in his name on
| the books of the company at least thirty
days before the date Of the meeting al
which he shall offer to vote thereon. Two
directors of this corporation present, OF
represented by written proxy held by an
other director shall constitute quorum
| for the transaction and management oil
| all the business and affairs or the COM
pany. The Board Of Directors shall have
| the right to make and adopt by ma
| iority of the votes thereof such rules; By
laws and regulations as are not repugnanl
| to this charter for the transaction and
| the conduction of the business thereon
and the right to alter. modify and amend
the same as they think proper and they
shall have full power and authority &c
make all purchases, sales and contracts
whether for cash or on credit; to borrow
money, and to hire and discharge all en-
ployees and fix all salaries, and in fac'
| full power to do all other things re
! uuisite and necessary for the proper man
/ agement of the affairs of the company.
! ARTICLE vI.-An checks and othel
| evidence of Indebtedness of this corpora
| ton shall be signed by the president ant
| countersigned by the secretary treasurer
| and in the event Of the sickness, absence
| or inability to act from any cause or tn
president Of the company, then the SAM
| are to be signed by the vice-president ant
| countersigned by the secretary treasurer
| and in case of the absence or inability u
| act of the secretary treasurer then tn,
| same are to be signed and countersignet
by the president and vice-president.
| ARTICLE Vino stakeholder shall
have the right to sell or to dispose OF an!
| of his stock without first giving to thu
| corporation fifteen (15) days written motto
| of such intended sale, and allowing tn
/ corporation the first opportunity OF pur
| chasing said stock at any bonafide pric
/ offered for the same on the market.
| ARTICLE VIII.-This act OF incorpora
ton may be changed, modified or altered
| or this corporation may be dissolved D!
| the vote of three fourths Of the capita
| stock present OF represented at genera
meeting of the stockholders convened 10
| that purpose after thirty days notice II
| writing by mail or in person shall nav
been given to each stakeholder by the sec
| rotary.
| ARTICLE IX.-At the termination o
| this charter by limitation or otherwise