The herald., 1920-12-02

l.
certify the above and foregoing 10 he
true and correct copy of the original ar
tirlrS of incorporation Of Tn" Edith Com
pany. Inc, on file and of record in my
''''' PIERRE d. OLIVIER, Not. Pub.
Nov. 4-Dec. ..
CHARTER OF NEW ORLEANS DRUG
co, INC.
state of Louisiana, Parish Of Orleans.
City of New Orleans. BE il known, That
on this thirteenth day of October. in the
year Of our Lord nineteen hundred and
twenty, and of the Independence of the
United States of America. the one hun
dred and forty-fourth. before me, Warren
V. Miller, a Notary Public in and for the
Parish Of Orleans, Louisiana, and in the
presence of the witnesses hereinafter
named and undersigned. personally came
and appeared. tn" several persons whose
names are hereinafter subscribed, all of
Iull age. who declared unto me, Notary.
that availing themselves % the laws of
the State of Louisiana, relative to the or
EaniZatiOn of corporations, they do by
these presents. contract. agree. covenant.
Stipulate and bind them selves as well As
such persons as may hereafter become
SOCiatcd with them, To form and consti-
tute corporation and body polite in
law, for the objects and purposes and I'M
der the stipulatiOnS hereinafter set forth,
tO-wit:
ARTICLE 1.-The name and title of
this corporation shall be New Orleans
Drug Co, Inc. and under such title it
shall have and enjoy succession and eN-
iStcncc for a period of ninety-nine years
from date hereof: il shall have the power
/ and authority to contract sue and be
| sued to make and use corporate seal.
| the same to break and alter at its pleas
ure: to hold, purchase. lease, sell, mort
| gage or hypOthecat". or pledge property,
/ real. personal or mixed. and for the pur-
pose of carrying on list business, to make
4 a
debtedness; to name and appoint mana
gers. clerks or other employees. for the
proper conduct of its business, and to dis
charge same at It's pleasure; to make and
| establish such bylaws. rules and regula-
| tons. as may be found necessary and de-
| sirable for the management Of the affairs
| of the corporation. and generally to do
! all and everything. act or deed: for the
complete and proper conduct of said bus
mess.
ARTICLE 1.-THE dOmicile Of this cor
pOration shall be in the City of New Or
| leans, State of Louisiana. where all cita-
lions and other legal process shall be
served upon the President, or, in the alb
sence of the President upon the Secre-
tary.
; ARTICLE III.-The capital stock OF
this corporation is hereby fixed at tn,
sum of fifteen thousand dollars. and is di
: yided into ten thousand dollars of com.
mon stock, represented by one hundred
} shares of the par value of one hundred
dollars each, and five thousand dollars OF
preferred stock represented by fifty share;
of the par value of one hundred dollars
5 each: each OF which classes of stock may
be increased up to five hundred Thousand
! dollars: each of the classes of stock shall
he of the par value of one hundred dol
Z lars each; the common stock shall be en-
: titled to vote in all of the affairs of tn
r corporation, and may be paid for b!
!, money. property. good will. or service
y actually rendered to the corporation, al
n ,as shall be determined by the Board o
- Directors: the preferred stock shall bea
!, interest ut the rate of seven per Get pc
f annum, and such interest shall be payabl
: before and in preference to any dividend
Il on common stock. and said stock may b
- redeemed mt not less than par out of ne
= profits or earned surplus NJ such time
h land under such terms and conditions n
5 may be agreed upOn by the Board of hi
| rectOrS; said preferred stock shall ais
: | have preference over the common Stoc
f on all of the assets of this corporation
|, | said preferred stock shall have no vOt
(, ing power and shall be paid for in casf
Il services, or good Will. at such times an
/. in such amounts as may be determined b.
@ the Board of Directors.
Il ARTICLE IV.-The objects and purpose
: for which this corporation is formed ar
declared to be as follows: To manufaC
Il ture and deal in drugs. chemicals an
= druggists sundries and supplies, and a
. articles and drugs sold or handled b
drug stores, including fixtures sod
! | used in connection with the drug bus
; ness. and such other merchandise a
would be found advisable TO be handle
n and sold and to buy and sell any of tn
e above articles in wholesale or retail quau
titles to lease or buy buildings for cas-
= or on terms of credit and to operate on
a or more places in the City of New or
b leans or elsewhere; TO build or acquir
lie buildings land the rights property, G
T, stock sf other concerns. and generally I
ii sell or deal in any articles or goods GEL
l. name to or connected with any of I'll
lie above mentioned business.
o. ARTICLE Van shares of cOmmO
he stock of this corporation shall be fir
Il offered in writing to the Directors OF TIA
We corporation for period of thirty day
ID at the book value thereof before same ca
y, be sold; the said restriction shall app
v. to the preferred stock with the exec
IS; ton that the preferred stock shall be o
al fered at par.
Is, ARTICLE VI.-The corporate powers
/; this corporation shall be vested in Boa
a. of Directors composed of three or mo
" holders of common stock, a majority
u whom shall constitute "A quorum for {
NJ transaction of all business. The abse
Directors may vote at any meeting of {
ST. directors by proxy to any other
to rector for that particular meeting. I
q first Board of Directors shall consist q
Of W. II. Yates, 1896 Camp street; Jules W.
re brette, 1872 Lowerline street: \. HirSc
ldl WITT. 21l5 Milan street. with W. r. Vat
W. as President, Jules Wolhrette See
is. | ldIA, duu Juie> NOlDTttle rs Treasure
y and such Directors and officers Sh
l serve as such until the first Monday
on November. 1921. and until such furth
+. time as their successors are duiy elect
NV and qualified; the Directors shall
Ic- elected by vote of the holders of the col
'l9 mon stock at yearly meeting
rs, the first Monday of November. sta
ing with November. 1921; the Board
o. Directors shall have the right to ell,
he without referring to a stockholders me,
nd ing any stakeholder as a Director whe
5. ever any vacancy shall exist on the Boa
n of Directors through death or resignatio
sc meeting of the Board of Directors may
lie, called at any time by the President a
shall be held at such other times as m
90 be agreed upon in the bylaws.
!. Thus done and signed, on the day a
; date first herein above written. in the CT
W Of New Orleans, in the presence Of Nsth