The herald., 1921-01-06
CHARTER.

o. this twentieth day of the month OF |
december in the year of our Loru, hlne
teen hundred and twenty anu OF , ne
denendence of the United states OF AM -
tho one hundred and forty-fifth' belore
me J. Henry Forcelle. Jr.. notar! pu |
lie in and for the Parish OF orleans' ST.
of Louisiana. aforesaid. dulN CON ~,
,rorn and qualified and in the presence
% tho witnesses hereinafter named anu
Undersigned, personally came ana ap
neared the several persons Nhose m, a.
are hereto subscribed. VINO seNSraiiS
dared that availng themselves o. thV ~
,ieionS of the general laws of this STATE
nrovidinr for the organization OF CORFU"
tions particularly Act Zoi OF at
have covenanted and agreed ana 90 uA
tbaso nresents covenant. agree ahG plhu
thomseIyes as well as all such persons as
nov hereafter become associated WIN
tbem 70 form and cOnStitute corpoTatlon
and body polite in law, for the 0pJects
and purposes and under tne 81, stip"'''-''''
and agreements following to-Wit At.
ARTICLE 1.-The name ana utle 0l tnIs
cornoration shall he the General Iheatre
supply Company, Inc, ana II snalI go 80
and enjoy succession bN its Io0t Pa"rs
name for a period of ninety nine C'') years
frnm the date hereof, unless sooner u ls
solved. with all the rights and powers nov
or hereafter conferred by law upon SINH
lar corporations. - C..- % Now
Orleans, La and all citations ana other
legal process shall be served upon the
President and in the event of his absence
or in ability to act upon the Nlce-I Iesi'
drnt or Secretary. in the order named.
ARTICLE 1.-THE objects and purposes
for which this corporation is organized ana
the nature of the business TO De cdrIleu
ON by il are declared to be: 10 DuE anu
soil at retail or wholesale or otherwise
acquire or dispose OF and generally TO
trade and deal in theatres, moving picture
machines, theatre equipment anu suPPica
of every nature and kind whatsoever OF
any kind of paraphernalia msed III. ny va
for n theatre; and generally TO 40 anu
nprform such acts and deeds ana trans,
act such business as may De lhclueht",
or germane to any OF the opJects anu
purposes herein set forth the ioresoins ue
tails not being intended to be exclusive.
il being intended to do any act or thlhs
necessary to carry cut and accomplish the
purposes of said corporation.
ARTICLE III.-The capital stock ,. OF tho omiS
and dollars ($40.000.0o) to be divided INTO
| four hundred shares of the par value OF
one hundred dollars (SlOO.OO) each whlch
| said stock shall be paid for IN cash OF IN
| proHerty and good will transferred TO Siild
| corperation or in work done for or services
| rendered to said corporation. as may oS
| decided by the Board of Directors ana
| upon terms to be fixed by SAID Board Oh
| Directors.
All transfers of stock shall be made on
| the books of the corporation, and no trans
fer of stock shall be in any way bihdlhH
| on the corporation unless and until III j.
Il made in pursuance to the provisions OF thlS
| charter.
No stockhOlder of this corporation shall
be permitted to sell or otherwise dlspoS'
of his stock without first Offering the same
in writing, to the other stOckholutr'
through the Board of Directors at a price
not exceeding the book value thereof; an'
| said stockholders, in proportion TO tnel
holdings, shall have an option ana mrs
right or purchasing all Of the shares
stock TO be thus disposed of by sale o.
otherwise of any of the stockholders, ant
| shall have a period of ten days in whicl
to accept or decline said offer:
Should the stockholders decline 10 pur
chase said stock, then such stakeholder J.
| at liberty to sell or dispose or the stocl
and may do so in any manner and at an
price he may deem Mt. -.
Each share of stock is issued hereil
: upon the condition and understanding tina
| no stakeholder shall sell or otnerWls
, transfer his stock in violation hereof, an.
any such sale or transfer If made shal
be void and this corporation shall be un
$ der no obligation to list said stock on it
books or to regard the holder of the Ger
7 tificate thereof.
D, The capital stock of this corporation ma
be increased to any amount not eXceedln
two hundred and fifty thousand dollars
Each share of stock shall entitle Tn
, owner thereof. either in person or D.
proxy. to cast one vote at all genera
meetings.
a ARTICLE Iv.-All the corporate power
of said corporation shall be vested in an
exercised by a Board of Directors com
posed of not less than three nor more tina
seven stockholders, to be elected at an an
! nual meeting of the stockholders TO
; held on the first Tuesday of December Q
{. each year; if the date fixed for said elet
ton fall on a legal holiday, then said cleo
: ton shall be on the first day thereafter nc
legal holiday. All such elections sha
:. be by ballot; of such elections at lea'
: fifteen days previous notice shall be give
e to each stakeholder, either personally G
u by depositing the same in the poSofh(
: properly addressed. A majority Of II
| votes cast shall elect. and each share (
!; stock shall be eRtitled to one vote to !
u cast by the owner in person or Dy proN
'e The Directors thus elected shall serN
and continue in office for one year or III
til their. successors shall have been dul
- elected and shall have qualified; failu
n to elect Directors on the date above sp
= Gifted shall not dissolve the corporatio
u but the existing Board shall cause a.
other election to be held within thir
S, DAYS thereafter, whereof fifteen days pr
5. vious notice shall be given.
y Any vacancy occurring in the officers
III Board from any cause whatsoever shall
n filed for the unexpired term by the i
o. naming Directors. Any Director who mi
De be absent from the City of New Orlea
e shall have the right to appoint any stoc
OF holder of the corporation to vote for hi
ne at any meeting of the Board, and su
te proxy shall have and exercise all the po
a ers of such Director appointing him.
y. majority of the Directors shall co
We stitute a quorum for the transaction
a, all business.
all The Board of Directors shall elect fro
re their number a President, Vice-Presidel
al Secretary and a Treasurer and su
en- other officers as they may think proper
pc convenient for the carrying on of the &C
no pOratiOns business, and shall have pow
es to unite two or more offices, or to dispen
ct with any Office In their discretion and
e fix the salaries of all officers. agents a
no employees; the said officers shall c0ntin
eu in office for one year from such electi
u or until their successors are elected a
ru have qualified.
RS Said Board of Directors shall have f
lte power and. authority to exercise all
ei powers conferred on this, corporation
IN these articles of incorporation or viii
N are or may be permitted by the laws d
J, | plicable to corporations.
%, The following persons shall constit,
ne the first Board of Directors and shall sci
M until the first Tuesday in December 10
ol or until their successors shall have be
ne elected and qualified, viz:-John II. n
Ter jeau, No. 1912 n. Robertson Street, n
ne Orleans, La: Wyndham Robertson, 224
en- Alexander Street, New Orleans, La, a
or Carroll Il. Walmsley. S12 Perdido Sire
u, New Orleans, La with the said John
no Majeau as President and the said WY
all ham Robertson as SccretaryT Urea surer.
Try ARTICLE V.-This act of inccrporat
ge- may be amended, altered and modified
ms this corporation dissolved in the mani
ms provided by law and particularly in C
10 formity with said Act 267 of 1914.
Inc ARTICLE Vino shareholder shall Q
OF be held liable or responsible for the c.
%. IA. NlA a = Ton, t.