The herald., 1921-09-01
CHARTER OF THE ORLEANS kiCE
AND COFFEE CO., INC.

Orleans. State of Louisiana, Parish OF OF
leans Be il known that on this the -oiH
day of the month Of August, III the Seai
Nineteen Hundred and twenty one, anu
of the Independence of the Inlteu SlattS
of America the one Hundred auu oFlS
NTH. Before me, Herbert W. haIoei
"A notary public duly sworn, commissioner
and qualified in ana for the Parish OF UT
leans State of Louisiana. and III the pres
ence of the witnesses hereinafter haHeu
and undersigned, personally came ana aP-
peared the several persons whose HdIAt'
are hereunto subscribed, who declared ihaI
aVailiug themselves Of the laws OF inns
state relative to the organization or cor
pOratiUns, they have CONcnahted anu
agreed and by these presents covenant
agree, bind, form and constitute thtn-
selves, as well as such persons as ma!
hereafter become associated with them
into a corporation or body polite IN law
for the objects and purposes, and under
the agreements all dstipulatlons iolo"lue
tO-Wit.
ARTICLE The name and title oil inns
shall be orleans Rice ana 'ol-
Tee Co.. Inc. and under its corporate ndlHe
II shall enjoy succession for the luIl term
and period of ninety nine years from anu
after the date hereof, and shall nave pO"CI
ana authority To contract sue anu pv ~, ~,
to ACCEPT and receive mortgages pIcuEts'
and other approximations; TO make anu
uS, Il corporate seal, ana the same 10 pItah
and alter at pleasure; To purchase rt'tNt'
lease, hold or otherwise acquire anu CON
Ney. as well as mortgage and hypOthctdte
under its corporate name, property Doth
real. personal and mixed, to borrow none!
ana make and issue bonds and other cyl
dences Of debt and TO secure the same DE
and otherwise, to subscribe 10
and mold stock in other corporations; to
acquire. hold and reissue shares OF Us
capital stock; TO carry out all Of The Cd
jects aud purposes hereinafter set Iorth ,
to name and appoint such managers and
ir..N nfff nd
terest and convenience OF said corporation
may require; and to make and establish,
as well alter and amend at pleasure
such bylaws, rules and regulations Tor
the management OF the corporation as may
be necessary proper and convenient; and
to do all sue hacts and things
as trading corporations are authorized to
do under the laws of the State Of Louis
lana.
ARTICLE 1.-THE domicile of this cor
poratiOn shall be the Parish OF orleans,
State of Louisiana, and all citations or
other legal process shall be served on the
president OF the company, or in his alb
sence upon the vice president.
ARTICLE III-The purposes of this
are: generally, as principal
or mAnditary, to engage in the buying ana
selling, as principal or broker, at whole
sale or retail, of rice coffee, sugar ana
other products. and generally TO do all
things necessary or incident TO the proper
conduct OF A1dlrS, Wletner SpeCA0CdllN
enumerated herein or not.
ARTICLE IV-The capital stock of this
is hereby fixed at the sum OF
thirty thousand dollars (S30,OOO.OO) divided
into and represented by three hundred
shares of the par value OF one hundred
dollars (SlOO.OO) per share. The amount
of said stock NAV be increased to 1900,
10000 five hundred thousand dollars. No
transfer of stock shall be binding upon
the corporation unless made and recorded
upon its books No stakeholder shall
have the right TO transfer or convey any
of his or her stock in the corporation un-
less and until he, or she, shall have first
made written offer 10 the other then
stockholders of the corporation or TO the
corporation itself. TO sell his, or her stock
to them at the valuation to be determined
by the board; and in case of dissatisfac-
ton as TO the price set by the board, the
matter shall be arbitrated, one arbitrator
with the power of amicable cOmPOunder
to be appointed by the board, and one by
the party desiring OF sell his stock, and an
umpire to be selected by those two, who
shall take oath, and whose decision shall
be final, and no recourse to the courts to
be thereafter allowed. And all shares of
stock when so purchased may be re-issued
at not less than par.
Such written offer shall be addressed to
the other then stockholders, and to the
itself, collectively, and shall
be delivered to the office of the corpora
application for the transfer of the stock.
The corporation shall then transmit this
offer to the respective then stockholders,
and the stock of the stakeholder desiring
to sell shall be distributed prO-rata among
such of the other stockholders as desire
to purchase. in the proportions in which
the stockholders DESTROYS of purchasing
bear to each other; and IL the total which
such other stockholders desire to purchase,
is less than the total offered for sale. then.
after each of the other stockholders shall
have and taken and paid for the amount Of
stock which he, or she. desires to buy, and
to which he, or she, is entitled, then the
remainder untaken shall be open for pur-
chase by the corporation itself: and unless
prohibited by law, the corporation may it
self use and apply its surplus earnings or
accumulated profits to the purchase of
any stockholders desiring to sell OF any
portion of that stockholders stock which
none of the other stockholders may de-
sire to acquire, provided that the corpora
ton shall not apply any of its capital to
the purchase OF such stock but shall al
ways maintain its capital unimpaired.
The corporation shall have the right to
refuse TO transfer any stock so long as the
demanding the transfer is in
any way indebted TO the corporation, and
the corporation shall have a lien. pledge,
and privilege on each share of stock to Sc
cure any Indebtedness by the shareholder
to the corporation. Should any of the
stock offered for sale be not desired by the
other stockholders, and should the corpo-
ration itself be unwilling or unable to pur-
chase any of the same out of its surplus
within ten days from receipt at
the corporations office of the written offer
to sell, then and then only shall the stock
holder desiring to sell be entitled to trans
fer such undesired portion of the stock to
such person or persons, and at such price
as he or she may see fit.
ARTICLE y-The corporate powers of
this corporation shall be exercised by
board of three directors, who shall be
stockholders in this corporation, and who
shall be elected by the stockholders an
nually at general meeting to be held on
the 9Th day of January and the said board
snail nave, and is hereby vested with all
the corporate powers of this corporation
subject only to such restrictions as may be
hereinafter mentioned: Not less than two
directors SNAIL constitute a quorum for
the transaction of any business by the said
board of directors.
From the said directors there shall be
elected annually a president, vice. resi-
dent, and secretary-treasurer. The fol-
lowing persons, each of whom are and
each declare to be bona fide owner of at
least one unpledged share of stock in this
corporation, shall constitute the first board
Of directors: Arthur A. Hitler, Horace S.
iumbel, Horace s. Gumbel, Jr. The said
board OF directors named above, shall con-
ilnue in office until their successors are
elected. Each board of directors. at the
nrst meeting after their election. shall
elect officers for the corporation as here
nabove provided, who shall likewise hold
)fice for one year.
The president of this corporation is
Arthur A. Hitler, whose address is 1900
Birch street, New Orleans, La: the vice
president is Horace s. Gumbel whose ad-
iress is 4432 Carondelet street: the sec
is Horace S. Gumbel. Jr.
Sa ADDRESS is 1882 Carondelet street,