The herald. [volume] (New Orleans, La.) 1905-1953, 1921-03-10
CHARTER.

Dr. Nicholas Bellamore at No. 1OI Canal
Street, in the City OF New Orleans, with
all and singular, the machinery. lmpIe-
ments. tools, furniture, fixtures, stock on
hand optical goods, photo supplies and
stationery, the whole as contained i'll said
store No. 707 Canal Street and all other
appurtenances thereto belonging, incluu-
ing the good will of said business, the
whole OF which has been appraised by the
Board Of Directors at the sum OF fifty
thousand dollars, and shall be taken and
accepted by the corporation i'll payment OF
stock subscribed for like amount.
ARTICLE Iy.-The capital stock of this
corporation is hereby tixed at the sum
of nifty thousand dollars (S500OO.OOl di-
vided into shares of the par value of one
hundred dollars (Sl00.OO) each. All shares
Of stock shall be full paid and nOn-as-
sessabe when issued, and shall be issued
only for labor done, or property actually
received, or money to be paid in such
amounts and at such times as may be
determined by the Board of Directors. The
stock of this corporation shall be trans
ferred in writing only, and no transfer of
stock shall be binding upon the corpora
ton unless made upon its books, and all
certificates Of stock shall be signed by
such officers as may be designated by the
shall be transferred on the books, nor
shall any stakeholder have the right TO
sell his stock until he has first offered,
through the Board of Directors, the stock
book value thereof. In the event of an in
crease Of the capital stock, the additional
shares shall be first offered to the stock
holders, and IL they should decide to pur
holders shall have the right to participate
In the purchase to the extent of the pro-
portion of his holdings in the company.
ARTICLE V.-All of the corporate DOW
ers of this corporation shall be vested in
and the management and control of its
affairs shall be exercised by a Board of
Directors composed of four stockholders.
The first Board of Directors shall con-
sist of Nicholas Belamore, Henry c..
| Hartmann, Albert III. Amerland, Jr.. and
| Arthur e. De Monsabert, all of said di-
rectors being residents of the City of New
| Orleans, Louisiana, the full age of ma
| jOrity, with Nicholas Bellamore as presi-
dent; Henry c. Hartmann, as first vice.
| president; Albert H. Amerland, Jr., as
second vice-president, and Arthur C.. De
| Monsabert, secretary who shall
shall hold their respective offices as Di-
rectors and officers until the second Mon
| day in January, 1922, or until their sue
eessors shall elect from among their num-
Der a Board of Directors consisting of four
members. All such elections shall be by
| ballot. and each stakeholder shall be en-
Titled IN person or by proxy, to vote for
every share standing in his name on the
DOCKS OF the company. All elections shall
| De held under such rules and regulations
as may be determined by the Board of Di-
rectors, and after ten days notice of such
election shall have been sent by mail to
each stockholder at his last known ad-
dress. The Directors then elected shall
continue in Office until their successors
shall have been duly elected and qualified
| any vacancy occurring on said Board shall
be hlied by the remaining Directors fol
the unexpired term. The said Board shall
likewise elect the additional members il
case they should determine TO increase th,
| of
rectors shall at at its first meeting aftel
It's election nominate out of its number ;
president, first yice-president a seconC
cepresident, and a secretary-treasurer
Sald Board shall have the right to con
solidate any two of said officers into one
or segregate said officers. Two (2) Df
rectors shall constitute a quorum for tn
transaction OF all business, and the Presi
dent shall be entitled to one vote in al
, cases. The said Board of Directors shall
make all bylaws, rules and regulations TO
the government of the business and affair
, or the company, and to alter amend an,
change same at pleasure. They shall hay
full power to buy, SELL mortgage lease
pawn, and pledge any and all property
real, personal or mixed, whenever in thei
yuugment they may deem such act neces
r sary and proper, to issue or authorize tn
) issuance of obligations or assume tn
same; to make all necessary leases or sub
8 leases, contracts and agreements; hire EN-
ploy and discharge all officers, clerks
] aries and compensations; to open branche
ana establish agencies, and to do all thing
!, necessary for the conduct of the bus
ness; Inc said Board shall have the RICH
10 delegate any Of its powers to any OF
ncer or officers or agents of this corpora
: ton, and generally to do all things neces
q sary for the transaction of the bushes
and affairs of the corporation and no en-
ployees shall be considered empIoved h
4 the year unless contracted with in wri
ing.
= ARTICLE vI.-This act of incorporate
l. may be changed, modified or amended {
IS the capital stock may be increased or d,
creased, by and with the consent of tw,
, thirds OF all the stock issued. at gel
l. eral meeting of the Stockholders calls
N for the purpose. by written notice mails
by registered letter to each Shareholder
-e MS last known address
. ARTICLE Vino stockhoIder of =,
:, corporation shall ever be held liable ar r
spons1ble for the faults or contracts .
TINS corporation In any further sum tha
IN tne unpaid balance due the CORPORATION Z
., the shares owned by him; nor shall ar
is mere lnformality in its organization ha-
le tue eHect or rendering this charter null ,
D. OF exposing stakeholder to any liabilit
n IL any. ''''
"a ARTICLE yIII.-whenever this corpor
.ion may De dissolved by the expiration
"A this charter or otherwise, the stockboIds
20 shall elect two (2) liquidators from amor
~ thelr number at a general meeting of n
stockholders as herein provided The lion
- uators snail continue in office until I'm
hquidatlon, OF the corporation. or in ca
OF the death of either of them, the renal
ing Incubator shall continue said Iiou
cation until the shareholders shall SEQ ,
10 eject successor to fill such vacancy.
ARTICLE IX.-Fifty thousand doI,a
tSOOOupOO) have been subscribed TO the Ca,
itai stock of this corporation, as follows
Nicholas Bellamore, New Orleans. L,
Tour hundred and twenty-nine shar
say forty-two thousand and nine hundre
dollars; ($4,29O.00); Henry c. Hartman
NeW orleans La, fifty shares, say Il,
thousand dollars (S5,0O0.00); Albert
Amerland Jr., New Orleans twenty share
say two thousand dollars (S2 OOOOO1: A
thur Z. de Monsabert, New Orleans Is
one share say one hundred dollars (sIOOi
'o'ai' nfty thousand dollars 50.OOO.OO).
Thus done and passed in my Office at n
city or New Orleans, on the day and dat
nrst ABOVE written. in the presence
MARION Kuhn and Ludovica de IN Croi
Doth OF this City, competent witnssSa
VINO sign these presents with said annsa,
, the whole. ie"uins
ORlGINAL SIGNED:
Name of subscribers:
witnesses: Marion Kuhn. l., de Ia cro,,
THEO. CONTONIO.
Notary puh1ic