The herald., 1920-03-25
CHARTER OF II MERCHANTS TRAD
M COMPANY INCOR
PORATED.

T~IUTIf I WTTTI II VTTTTW-I VTTN Ut ' "T"
leans. Ie il known, that on this day, the
twentieth of the month of February, in
the year of our Lord one thousand nine
hundred and twenty. and of the indie
pcndcncc of the United States of America,
the one hundred and forty fourth. before
me, BuSsiore ROuen, a notary public in
and for the parish of Orleans, state of
Louisiana, duly commissioned, sworn and
qualified. and in the presence of the wit
nesses hereinafter named and undersigned,
personally came and appeared:
The several persons whose names are
hcreunto subscribed, all of the full age
of majority, who declared that, awaiting
themselves of the provisions of the laws of
this state relative to the organization of
corporations. and more particularly Act
No. 261 of the General Assembly of this
state. approved July 9th, 1914 they have
C~Cvenanted and agreed and do, by these
presents, covenant and agree, and bind
themselves to constitute for themselves, as
well as such persons as may hereafter be
come associated with them, n corporation
and body polite in law, for the objects
and purposes, and under the stipulatlonS
following, tO-wit:
ARTICLE 1.-The name and title of this
corporation shall be: Merchants Trading
Company. Incorporated" and, under that
name il shall have and enjoy all the rights,
privileges and advantages granted by law
to corporations; il shall exist for a period
of ninety-nine years from this day; II
shall have the power to contract, sue ana
be sued IN It's corporate name, 10 Hldht
: and use a corporate seal. and the same TO
! break or alter at pleasure; TO hold, re
Ceive, purchase. convey. mortgage, ny.
pOthecate or pledge property, both real
| and personal: to issue bonds. notes and
other obligations or negotiable inStru-
| mentS: TO have and employ such managers,
directors. officers. agents and other en-
ployeeS as the interests and convenience
of said corporation may require or de-
mand; to make and establish such by
laws, rules and regulations for the cOrpOr-
ate management and control OF IN" al
fairs of the corporation as may be deemed
necessary and eXpedient.
ARTICLE 1.-THE dOmicile of this cor
p~oration shall be established in the city
Of New Orleans. state of Louisiana, and
all citations and other legal process shall
be served on the president, in his absence
on the vice president. and in case OF the
absence of both on the treasurer.
ARTICLE uL.-The objects and pur-
noses for which this corporation Is or
ganiZed and the nature of the business 10
be carried on by il are hereby declared 10
be: to buy and sell, import ana export
prepare. deal and trade in foreign and DO
nestle commodities. foods. goods or things
and to do generally a wholesale grocerS
and provision merchants business; anu
generally 10 do, and engage IN, any oonel
business. undertaking or enterprise con
neCtpd with. growing out of. germane or
incidental to, any of the purposes herein
! above set forth or contemplated by TINS
charter.
ARTICLE IV.-The capital stock Of this
corporation is hereby fixed at the sum OF
twpnty-nine thousand dollars t~$2'.Ooo.oo),
divided into. and represented by TWO nun
dred and ninety (99O) shares OF the par
value of one hundred dollars tSlOO.oN)
each. payable in cash at the time Vi sun
scriptiOn.
All shares of stock shall be full paid
and worcestershire This corporation SHAH
have the right to increase its capital
90 Il fhn1-
stock to the sum OF one hunurcd Ihou-
sand dollars (SlOO.OOO.OOJ.
No transfer of stock shall he binding
upon the corporation unless made upon
the books: and all certificates or STOCK
shall be signed by such officers as MAJ
be designated by the Board OF DIRECTORS
ARTICLE V.-An the corporate powers
NJ this corporation shall be vested IN, ana
the management and control OF ITS az
fairs shall be- exercised by a Board OF III
rectors composed of five stockholuers' Tue
membership of which Board ma! DC III
creased TO a number not exceeding seven
nv the Board of Directors, at any Oh us
regular meetings. \ majority OF the ~
rectors shall constitute a quorum ior lne
transaction of all business. Inc dlrectoLs
shall be elected by ballot annually on the
second Tuesday of January OF each year
and n majority of the votes cast shali De
necessary to elect. Each stockholder shall
be entitled, 10 person or by prSAy 10 - -
vote for every share owned by him. All
elections shall be held under such ruies
and regulations as may be determined py
the Board of Directors, after fltteeh Ia.s
notice of such election shall nave osen
sent TO each stakeholder at his or her
last known address. The directors thus
elected shall continue in Office TOT one
wear, or until their successors nave peeh
duly elected and have qualltleI' NO IAN
ure 70 elect shall be regarded as a for-
fixture of this charter. Any vacancy &c
curing on said board shall be filled by
the remaining directors for me uneAPiret
term; the said board shall likewise eIeSI
| the additional members in case they shouid
determine to increase the number OF the
hoard. Said Board of Directors shall, at
its first meeting, after its election; noml-
nate out of its lumber, a president, Il
yice-president. a secretary and treasurer
Said board shall have the right 10 appoint
and dismiss such clerks, managers ana
other employee of the corporation as ron
ditions may justify or the business OF tne
CORPORATION may require. The tenure or
office of all the employees OF the corpora
ton shall be during the pleasure OF the
Board of Directors.
ARTICLE Vino sale or other trans
fer of stock in this corporation shall De
valid until and unless the corporation mas
been afforded the opportunity to purchase
said shares Of stock at their book value;
the corporation to he given ten DAYS 10
determine whether il Will aYan ltself Oh
the offer of the stock.
ARTICLE VINO storkholder shall
ever be held liable or responsible for the
contracts, faults or debts of said corpora
ton. nor shall any mere infOrmality in its
organization have the effect of rendering
this charter null. or of exposing a stock
holder to any liability beyond the unpaid
balance, if any, due on the shares owned
by him.
ARTICLE VIII-This act of incorpora-
ton may be changed. modified or altered,
or this corporation may be dissolved, with
the assent of the stockholders owning two
thirds of all the stock of the corporation
purpose. and after at least ten days writ
ten notice of this meeting shall have been
given. through mail. addressed to each
stockholder, at his last known place or
residence.
ARTICLE IN.-In case of dissolution by
the eNpiratiou of this charter or other
wise. the stockholders shall elect three
liauidators from among their number 10
liGuidate and settle the business and az
fairs of the company. In case of death,
or disability of any Of said commissioners
or liquidatOrs, the survivors or remaining
liouidators shall appoint a successor &c
him. The said liduidatOrs shall have full
power TO settle said c~ompany's debts, and
divide the remaining money and property
among the stockholders. They shall also
have power TO meet and act under the by
laws of this corporation and under reg
ulations to be made by a majority of the
said liouidators; to fix the price and pres
cribe the terms of sale of said property
and the manner in which the sale may be
made. and to take notes and bonds, Sc
cured by mortgage, or otherwise, for part
Of the purchase price for all or any part
OF said property, provided, however. that
the rights herein conferred upon the hqui-
49,. - .,Nlsf.AI nhonrnI nv do