The herald. [volume] (New Orleans, La.) 1905-1953, 1921-03-31
CHARTER OF SOUTHERN SEWING
MACHINE CO. INC.

| State of Louisiana Parish of Orleans,
City of New Orleans, BE 1t known mat
on this 10Th day Of the month Of February
in the year of our Lord, one thousand
nine hundred and twenty-One, before me,
Charles Schnedau. a Notary Public, duly
commissioned and qualified in and Tor the
Parish of Orleans. City of New Orleans,
| State of Louisiana, therein residing. ana
in the presence of the witnesses herein
after named and undersigned, personally
4 came and appeared, the several persons
whose names are hereunto subscribed, who
Severally declared that, availing themselves
of the laws Of the State of Louisiana. In
| such cases made and provided, they have
cOvenanted and agreed and bind them
selves. as well as all such persons rs may
hereafter become associated with them TO
form a corporation for the objects and
purposes and under the articles and stlpu-
lations following. to--wit:
ARTICLE 1.-The name of this corpora
ton shall he SOUTHERN SEWING
MACHINE COMPANY. INCORPORATEI.
and under it's said corporate name II shall
, have power and authority 10 have and
enjoy corporate existence and succession
for the full term and period of ninety nine
years from and after the date hereof; TO
contract. TO sue and be sued. to make and
to use corporate seal and the same 10
alter and break at pleasure: to hold, re
ceive. lease. purchase and convey, as well
as mortgage and hypothecate property. real
. personal and mixed, cOrporeal and lncor-
! pOreal 10 make and appoint such managers
| lagents directors and officers as its business
! interest and convenience may require. and
to make and establish. as well as alter and
amend from time to time such bylaws
: rules and regulations for the proper gov
: eminent of the affairs of said corporation
. as may be necessary and proper.
ARTICLE 1.-THE dOmicile of this cor
poration shall be in the City of New Or
leans. State of LouiSiapa. and all citations
| or other legal process shall be served upon
, the President of said corporation. or in
the event of his absence. upon the first
= Vice president thereof. and in the absence
> of both of said officers upon the Secretary
Treasurer of said corporation.
p ARTICLE III-The objects and purposes
for which this corporation is organized
: and established and the nature OF the
: business to he carried on by il are hereby
; declared TO be: The carrying on of Il
= general sewing machine business; to buy,
r sell or lease for their own account. as
Y agent, or on commission. sewing machines
b of all description; to deal in sewing
q machine supplies, equipment and acces-
n series. To buy and sell and TO deal
g generally in mechanical electrical appli.
j. ances, mechanical devices of every kind
= whatsoever. And to do all things Incl
r. dental to or connected with said business
l. This corporation shall further have the
9 right TO acquire patent rights to such
h materials. and shah have the right TO
;. engage in the manufacture and sale OF
L same.
II ARTICLE IV.-The capital stock of this
corporation is hereby fixed at the sum OF
n Ten Thousand (Sl0,00000) Dollars, divided
e into and represented by one hundred
| dred (S10O.OI Dollars each. Said stock
II shall be paid for in cash, or in such in
o stallmentS at such time and after such
d notice to subscribers as the Board OF
J. Directors may fix, same may be issued
at not less than par for labor done oil
, | services performed for said corporation
: ceived by said corporation.
!" Five Thousand (SJO00.0O) Dollars of th'
n capital stock has been subscribed to the
~ corporation at the time of the passing Oi
this act of Incorporation, and this corpora
:. ton shall become a going concern and
shall be authorized to commence business
as soon as Five Thousand (SJOO0OO) Dol
lars of its capital stock shall have beer
paid for. either in cash or for labor done
!. or services performed for said corpora
u ton, or for property or rights actually
= transferred to ii.
IN ARTICLE v.-The capital stock of thi
corporation may be increased up to TIL
sum of Fifty Thousand ($50,0OO.OO) Dol
= lars by vote of two-thirds of all tn
stock, at a meeting called for that purpose
" ARTICLE VI.-Transfer of stock shall
10 be made only on the books of the corpora
70 ton. subject to such regulations and for
N malities as the Board of Directors ma.
- prescribe Any stakeholder wishing &
N sell his stock must OFFER the same il
as writing to the other stockholders, through
. the Board of Directors at a price not eX
u ceeding the book value thereof. who shall
have an option to purchase all shares o
stock to be disposed of by sale, resigna
s ton, death, or otherwise. of any of it
IS members. and they shall have fifteen day
in which to accept or decline said offeI
h. should the Board of Directors decline {
purchase any stock, the stakeholder VIII
has made the offer to sell, may then dis
pose of his stock in any manner or at an
price he may see fit. but any sale o
- transfer made by a stakeholder in viola
tion of this article shall be void, and n
40. nf ntn hnll hn nnAn IN
books of the corporation unless the pro
visions thereof are strictly complied will
ARTICLE vII-AIl the corporate power
of this corporation shall be vested in an
IS exercised by a Board of Directors. con
~ posed of three stockholders. two of whoI
~. shall constitute a quorum for the tran'
oi action of business. Any director may b
~ represented by written proxy at any NEE
- ing of the Board of Directors of this co
Is poration, and when so represented sha
s s count as one of those necessary to col
=. / stitute a quorum Messrs. f.. +. Jenk
a a president; Edgar o. Sugur, vice-presiden
~ and George b. Randolph. secretary -trea
IA urer, shall composed the first Board
ilu Directors Of this corporation. The fir
ne Board of Directors shall serve until Il
~; seventh day of March. 1922, after whic
ba the directors shall be elected annually, b
ne the stockholders at a meeting to be held Q
ue the last Friday in February, in each yea
ia, Said meeting of the stockholders to
re preceded by fifteen days notice in writin
sent 10 tdcu Ut UT ucI
known place of residence. Each stOcl
IN holder shall be entitled in person or !
NJ proxy to one vote for every share owns
pc by him or her, which. said stock may
ggee voted cumulatively; all elections shall
10 held under such rules and regulations
"a. may be determined by the Board Of ID
lns rectors. The directors, when elected, shs
Oh continue in Office for one year and unit
ay, their successors shall have been du
elected, and shall have been qualified.
Y failure to elect shall, operate the TO
me fixture of this charter or any right und
IN the same. Any vacancy occurring on sa
board shall be filed by the remaining d
nd rectors for the unexpired term.
no ARTICLE v1II-The funds Of this co
"a poration shall be deposited from time Z
IN time in a bank or banks to be select
nd by the Board Of Directors. All check
ri notes. or instruments drawn or execut
on or issued in said corporations name sh;
he be countersigned by an officer, who shs
1er be designated by the Board Of Directo
Of this corporation. The officer so desi
mated may be changed at any meeting
req the said Board Of Directors. No ofici
.na shall thus sign or endorse the name of I
ted corporation save strictly In Its concern
ely ARTICLE IX.-This act Of Incorporate
bed may be changed, modified or amended,
of the capital stock increased or decreas
aid by, and with the consent Of two-thirds
,hy all the stock