The herald., 1920-01-29
CHARTERS.
OF THE EHRHARD BAKING
CO, INC.

!
| sand nine hundred and twenty: before me
| Felix j. DreyfOuS, "A Notary Public dury
/ commissioned and sworn in for the Parish
| Of Orleans and City of New Orleans
therein residing; personally appeared, the
parties whose names are hereunto sub
| Scribed, who declared that. ayailing them.
selves of the provisions of the laws of
| this state, relative to the organization of
corporations, and more particularly Acr
| No. 261 of the General Assembly of this
state, approved July o. 1914, they have
| covenanted and agreed and do, by these
presents, covenant and agree. bind form
and constitute themselves as well as such
other persons who may hereafter ioin or
become associated with them into a cor.
poratlon or body polite in law for the
objects and purposes and under the agree
ments and stipulations following. to-wit:
ARTICLE 1.-The name and style of
TINS corporation shall be: The Ehrhard
Baking Co, Inc, and under that name II
Shall nave and enjoy all the rights. priyi-
reyes ana advantages granted by law to
corporations; IL shall exist for the DerjOd
OF ninety-nine years from this day; IL
shalI nave the power to contract sue and
De SUED In its corporate name: to make
ana use corporate seal. and the same
10 break or alter at pleasure: TO hold, re-
celVe, purchase, convey, mortgage! hypo-
thecate or pledge property both real and
personal; to issue bonds, notes and other
ODHgations or negotiable Instruments. RI
nave and employ such managers. direc-
tors, OFFICERS agents and other emDloye,
as the interest and convenience of said
corporation may require or demand: to
make mad establish such bylaws rules
and regulations for the corporate MANAGE.
ment and control of the. affairs of the
corporation as may be deemed necessary
and eXpedient.
ARTICLE 1.-THE domicile of said
corporation shall be established i'm the civ
Oh new orlenas' State of Louisiana and
an cllatlohs ana other legal process, shall
De served on the President in his absence
on the Vice-President. and in the absence
OF Doth on the Secretary Treasurer.
ARTICLE III.-The objects and pur
poses Tor which this corporation is or
ganized mad the nature of the business
10 be carried on by it are hereby de-
cared TO be: to engage in and operate
one or more bakeries in this CITY and
elsewhere, and to purchase sell manu-
tacture and deal in breadstuffs generally.
ana to undertake and engage in any other
enterprise or business that may be in
cldental TO- or connected with the pur-
poses hereinabove set forth or cOnfem-
plated by this charter
ARTICLE IV.-The capital stock of this
corporation is fixed at the sum of Twenty
Thousand ($20,OO0.00) Dollars divided in
TO one hundred shares of the par value
OF Two Hundred ($200.0O) dollars each.
No transfer of stock shall be binding upon
the corporation unless made upOn its
books, and all certificates of stock shall
be signed by such officers as NAV be
designated by the Board of Directors
This corporation shall have the right to
increase its capital stock to the further
sum Of fifty thousand $50 OOO.OO) Dollars,
TO be divided into shares OF Two Hum
dred S2OO.OO) dollars each. provided said
increase In the capital stock shall have
been authorized by the stockholders at
a meeting to be held pursuant to the
provisions of Article V of this charter
No stakeholder shall have the right of
selling any of the shares held by him with.
out first having offered the same. in
writing, to the other stockholders, through
the board of directors, and said stock
holders shall have the privilege of pur-
chasing said shares within ten DAYS there
after for cash at their book value accord
ing TO the last preceding inventory. No
person shall hold stock unless by and
with the consent of the board of directors.
ARTICLE VAN the corporate powers
or the Company shall be vested in and
the management and control of its affairs
snail De exercised by a Board of Direc-
tors composed of three stockholders. the
members OF which may be increased to a
number not exceeding five by the board
OF directors at any of its regular meet
ings. A majority of the directors shall
constitute a quorum for the TRANSACTION
OF all business. The directors shall he
elected annually, by ballot. on the third
MONDAY in January in each year Each
stakeholder shall be entitled in person or
by proxy to a vote for every share owned
by him. and all elections shall be heId
under such rules and regulations as NAV
be determined by the Board of Directors.
after Iifteen days written notice by mail
or such election shall have been sent to
each stockholder at his last known ad-
dress The directors thus elected shall
continue In office for one year or
until their successors have been duly
ftn1
shall be regarded as forfeiture of this
charter. Any vacancy occurring on SAID
board shall be filled by the Remaining
directors for the unexpired term: the
sald board shall likewise elect the addf-
nonal members in case they should deter
mine to increase the number Of said Board
SAID Board, at it's first meeting after its
eiection, nominate out of its number
resident, Vice-President and a Secrc-
tary Treasurer; IL NAV divide the func
tons OF the last named officer and may
even elect secretary who need not he
a director. Said Board of Directors shall
nave the right to appoint and dismiss
such Secretary, clerks. managers and
other employees of the corporation n.
CONDITIONS may justify or the business of
the corporation may require. The tenure
OF office of all the employees of the cor
p is non shall be during the pleasure of
the Board OF Directors. ANY of the d.
rectors or officers shall have the right to
appoint. by written instrument. another
director or stakeholder to act as his proxy
ana IN his stead at any and all meetings
or the Board of Directors.
ARTICLE Vino Stockholders shall
ever be held liable or responsible for the
contracts, faults or debts of said cornora-
uon, nor shall any mere informality in
its organization have the effect of render |
Ing TINS charter NULL or of exposing n
stockhoider to any liability beyond the
unpaid balance due on the shares owned
by him.
ARTICLE VII.-This act of incorpora |
tlon may be changed, modified or altered |
or this corporation may be dissolved with
me assent OF the stockholders owning two |
thirds OF all the stock of the corporation
at general meeting convened for that
purpose, and after at least ten DAYS notice |
OF this melting has been given in writing.
through mail, addressed to each stock
holder, at his last known place of resi- |
dence In case of dissolution by the ex- |
piration OF this charter or otherwise the |
stockholders shall elect three liquidators
from among their number to liquidate and |
settle the business and affairs Of the Com |
pany In case Of disability of one of said |
commissioners or liquidators. the sur.
vlvors or remaining liquidators shall have
rulI power to settle said Company's debts
ana divide the remaining money and |
property among stockholders. They shall |
also nave power to meet and act under
the bylaws OF the corporation and unoe,
regulations to be made by a majority Of |
said liquidators; to fix the price and
prescribe the terms of sale of said nron-
erty and the manner in which the sale |
snaii De made. and to take notes and |
ponds, secured by mortgage or otherwise.
Tor part or the purchase price for all or
any part or said property, provided. how
ever; that the rights herein conferred upon