The herald. [volume] (New Orleans, La.) 1905-1953, 1921-02-24
CHARTER.


poration, by virtue of the authority con-
fcrred upon them by the stockholders OF
the said company on the 10Th day OF
January. 1921, will more fully appear
by certified copy Of the resolutions
adopted at the said meeting Of the stock
holders which is annexed hereto. declared
that n general meeting of the stOckhOld-
ers of the said Weil-Gutmann Supply Com
pany was duly convened and held at the
Offices of the said company in the City of
New Orleans on the 10Th day OF January,
1921. for the purpose Of considering the
making of certain changes and amend
ments to the charter of said company;
that at said meeting the said Stockhold-
crS unanimously voted TO amend the char
ter thereof. and to authorize the said ap-
bearers to come before me. the under
signed Notary Public, to preserve ana en-
hoy in due legal form, the said action OF
the stockholders. The said appearcrs ac-
COrdingly further declared that they nave
appeared before me. Notary Public, under
the authorization aforesaid. for the pur-
pose Of embodying in proper and au-
thentic form the action of the SiockhOld-
ers in altering and amending Articles ~
and of the charter of the said company,
so that said articles shall hereafter read
and be As follows.
ARTICLE Iv.-The capital stock of this
corporation is hereby fixed at two hun
drrd and fifty thousand (S2jO.oOOOul dol
lars. consisting of twenty five hundred
shares of the par value of one hundred
| ($lOOOOI dollars per share. All of the
| said stock shall be common stock. Said
| stock shall be paid for in cash or its
! equivalent rs provided by law, and in such
| manner and at such time and in Such IN
| stallmentS as may be prescribed by the
| Board of Directors. All transfers of stock
! shall he made on the books of the com
pany on the surrender of the outstanding
/ certificate and pursuant to such rules as
the Board of Directors may prescribe. The
capital stock may be increased or de
| creased in accordance with the laws o.
this State. No stakeholder shall have the
right to sell or otherwise dispose of his
| stock without first offering II to the other
| stockholders through the Board of ll-
rectOrs. at its book value as determined by
the last annual statement; and the other
stockholders or the Board for them In
proportion to their respective holdings,
shall have the right to buy the same with
in thirty days for cash; all stock to be
held subject to this provision and any
brance of said stock shall be subject
TO the provisions of this charter. The
Board of Directors shall have power TO
receive subscriptions for all stock not
subscribed for herein and to issue the
same upon the payment as aforesaid, but
all such stock or any increase of the capt.
tai stock must first be offered to the own
, ers of stock at the time of such issuance
in proportion to their respective holdings.
No transfer of stock whatsoever shall be
binding upon this corporation until and
unless made upon its books.
ARTICLE V.-All the corporate powers
of this corporation shall be vested in and
the business and affairs shall be managed
by a Board of three directors, to be
+ elected annually on the first Monday of
! January of each year. All such elections
shall be held by ballot at the office of the
company under the supervision of two
commissioners to be appointed by the
Board of Directors.
q Notice of such meetings shall be given
A by the Secretary in writing, delivered to
y his last known address at least five days
!. prior to such election, or by one publica-
A ton. in a daily newspaper of this city at
least five days prior to such election put
| 10 a
y stockholders.
u At all elections and at all meetings of
F. the stockholders, every stsckholder shall
+ be entitled to one vote for each share OF
!. stock standing in his name on the books
a of the company, at the date of said cleo
w. ton or meeting; said votes to be cast In
,e person or by written proxy, and ,he ma
=. jority of the votes cast shall elect. Any
= vacancies occurring among the directors
w for any cause shall be filled by the re,
j. manning directors. The failure to eleci
VI dissolve nor affect the corporation, mol
impair its management in any respect, bu
lis the directors in office shall remain in OF
of fee until their successors are elected ant
% qualified.
ne The Board of Directors shall elect a
NJ soon as possible after their own election
OK from among their own number, presiden
e O., and a vice president-treasurer, and shal
en also elect secretary who need not be
ol member of the Board.
=! The Board of Directors may from tim
he to time name and appoint all such Officers
he agents, servants and employees as the
No may deem necessary for the purpose G
he the corporation. They shall have the pow
nh er to fix and define the duties of ever
no officer, agent servant and employee. A
ID agents. servants and employees shall hol
ON Office at the pleasure of the Board of ID
osa rectors, unless otherwise specified by col
~ tract. The Board of Directors may mai
+ho and establish, as well as alter and amen
s all bylaws, rules and regulations nece,
Oh sary for the management Of the bushes
en, and affairs of the corporation.
az Thus done and passed at my office,
isiana, in the presence of Messrs. Eldon
do Lazarus and George w. Simons, comp
aid tent witnesses, who hereunto sign the
led names with the said appearers and m
the Notary, on the day and date first aboN
nd written, after due reading OF the Who'll
mo ORIGINAL SICNED):
er w. w. WE'LL pros,da,t
JAKE H. GUTMANN,
at Vice President Treasurer.
In Witnesses: Eldon s. Lazarus, George
ack HERBERT s. WE'LL.
Tft- Notary Public.
18th /, the undersigned, Recorder of Nor
ter cages, in and for the Parish of Orlean
State of Louisiana, do hereby certify tn
lies the above and foregoing act of Amen'
ment of the Weil-Gutmann Supply Cor
7 pany, was this day recorded In my Off
in book 1246 folio =. New Orleans, ia
, ,;t ' (SIGNEDj RoBT. SCOTT.
ms. by. Rec.
f h,e HERBERT s. WE'LL.
uIy Notary Public.
Clio Jan. 2O-Feb. "a.