The herald., 1921-06-16
CHARTER.

nt SnV avaiiinc themselves of the laws of
the State of Louisiana, in suCh cases nag ose
and provided, and particularly Oh AZ ~
of the General Assembly OF the o.an,e Su"en %
Louisiana of 1914, they have coVehanteu
and agreed, and by these presents 40 GOV
euant and agree and bind themselves, ae
well as such other persons as may neIe
after become associated with them, 10 FORM
a cornoration for the objects and purposes
and under the articles and stlpulatlohs loi-
lowing, to-wit:
ARTICLE 1.-The name and title OF TINS
CORPORATION shall be MAISON PAUL Moh-
PLY TEA ROOM, INC, and under aus CoI
porate name il shall have power anu au
thority TO have and to enjoy corporate eA-
istence for a period of ninety nine years
from date hereof, unless sooner ulSsOINeu
by liquidation or otherwise; IL shal nav
power to contract, to sue and be sued 10
make and use a corporate SEAL ana 10
alter and break same at pleasure; 10 hold'
receive, lease, purchase, transfer; assisn,
convey. mortgage, hypothecate pIeuee' or
otherwise receive or dispose OF properly
reaI Dersonal or mixed, cOrporeal and IN
corporeai: to issue bonds, and, IL ueslreu,
TO secure same by mortgage 10 DuS anu
hold stock in other companies, incident u
the objects and purposes. or at the eApah-
sion of the business interest of the cor
| poration: to name, elect and appoint man
ayers, agents, directors or oilcers, as its
I business interests may REQUIRE 10 mdhe
and establish alter and amend its bylaws,
rules and regulations for its proper gov
| ernment, as may be deemed necessary anu
| proper, and, generally, to do any ana an
| things incident TO or necessary and proper
| for the extension of the business IN winch
/ the corporation is engaged.
! ARTICLE 1.-THE corporation shall be
domiciIed in the City of New orleans,
! State of Louisiana, and all citation or
/ other legal process shall be served upon
! the President of the corporation, or, IN
! his absence, upon the Secretary Treasurer.
/ nns M r
poses for which this corporation is organ
| lied and created, and the nature OF the
| business to be carried on by II, are de-
clared TO be as follows: To buy, own
erect, lease, and, in any manner, 10 ac-
quire tea rooms, coffee houses, cafes, res
| taurants, or places of refreshments ana en-
| tertainment of any kind and description
| whatsoever, and to install, furnish, man
age, conduct and operate such establish
ments in any manner whatsoever; to en-
gage in any and all business incident to
the said above mentioned objects and pur-
poses, and to dispose of such establish
ments in any manner whatsoever ana,
| generally, to engage iii restaurant ana
tea room business in New Orleans, Lou
isiana and in any other cities or localities
in the United States of America.
ARTICLE Iv-The capital stock of this
corporation is hereby fixed at the sum OF
Ten Thousand (S10,000O0) Dollars repre-
sented by one hundred (100) shares of the
par value of One Hundred (S100O0 Dol
lars each. Said stock shall be paid for In
cash or its equivalent, as provided by law
and in such manner and at such time. and
in such installments. as may be prescribed
by the Board of directors.
This corporation shall become a going
concern, and shall be authorized TO com.
mence business when Five Thousand
S5.0O000) Dollars of its capital stock shall
have been subscribed for, and when the
amount required by law shall have beer
paid in. as provided by the law.
ARTICLE V.-The capital stock of this
corporation may be increased to the sun
of Fifty Thousand (S50,000.O0) Dollars by
a two-thirds vote of all the stock, present
or represented, at a special meeting called
for that purpose, or at a regular annua
meeting of the corporation.
ARTICLE VI.-All certificates of stool
issued by the corporation shall be signed
by the President and cOuntersigned by thu
Secretary-Treasurer. The stock of thi
corporation can be transferred only on th'
| books of the corporation, and subject Il
such regulations and formalities as ma!
be by the Board Of Directors, from time Z
time prescribed. No stockhOlder shall b.
. permitted to sell or otherwise dispose o
! his stock without first Offering same IL
writing to the other stockholders, through
the Board of Directors, at price not eX
J ceeding the book value thereof. and th
stockholders shall have an option and frs
J right to purchase all the shares of stool
| to be thus disposed of by the sale, or death
; resignation, or otherwise, of any of tn
/, stockholders of the corporation, and shal
D have a period of ten days in which to &C
= cept or decline to purchase said stock
S Should the Board of Directors or the stock
] holders decline to purchase said stock, thel
r the stockholder or stockholders who mad
. the offer to sell or otherwise dispose OF tn
( stock may sell or otherwise dispose of
q in any manner. and at any price that he
e she or they may see mt. But each stock o
r share is issued under the condition an
n H. sr,r hat CeA hAlA no
make a sale or transfer of his stock i
= violation of this provision; and this Com
I pany shall be under no obligation to lis
e said stock on it's books or to regard tn
i holder of the certificate thereof.
ARTICLE vII.-The corporate powers Q
this corporation shall be vested in and ex
e ercised by Board of Directors compose
: of five stockholders, three of whom sha
n constitute quorum for the transaction q
= business. The directors of this corpors
! ton may vote in person or by proxy, Q
g any of the meetings of the Board of ID
t rectors. and the Board of Directors ma
o delegate any of its powers to any office
Il or officers. or any other representative
e the company, by appropriate resolution
that effect.
S The first Board of Directors of the Con
y pany shall be composed of the following
e Mrs. Jeanne Castellanos, Eli Watson, A.
o Dumestre, John g. O'Kelley, Edwin
3, Merrick; with Mrs. Jeanne Castellanos
TIesiuent d0e 1eueral MdudgeT, n. y. III
e mestre Secretary and Treasurer. And the
l. shall serve until the twentieth day of Apri
: 1922. or until their successors are dul
e elected and qualified. The directors sha
be elected annually, at a meeting held Q
e. the twentieth day of April in each yes
ie thereafter. notice of such meeting bein
n given according to law and the Board
a. Directors may change the date of sal
annual meeting. by written notice to tn;
lie effect, sent at least fifteen days before Il
n date to which said meeting has bee
y changed, directed to each of the stockhol
ers at his last known place of residenc
n Each stockholder shall, at such annu
y meeting, or other meeting, general
D special, be entitled. in person or by prox
to one vote for every share of stock owne
t. The election shall be held under such rul
IS and regulations as may be from time
N time determined by the Board Of Dire
tors. The directors, when elected, sha
is hold office for one year, or until their su
IS cessors have been elected and qualifie
IN and failure to hold the annual meeting
stockholders to elect annually the directo
2, shall not operate the forfeiture of tn
ID charter or any of the rights thereunde
D Any vacancy occurring in the Board
Directors may be filed by the directors (,
k the unexpired term.
i ARTICLE VIII.-This charter may
4 / changed, modified, altered or amended l
n and with the consent of o-thirds of q
~ IA stock present at any meeting. general
ia special held for that purpose and su,
n amendment may be material or immateris
n subject only to the limitation as may
'r by law provided; and this corporate
l., shall have the power to increase it's capt.