The herald., 1921-01-20
Permits.
CHARTER.
AMENDMENT TO CHARTER OF WE'LL
GUTMANN SUPPLY COMPANY.
INCORPOR AIED


United States of America, State of Lou
isiana, Parish of Orleans. City of New
Orleans: BE il known, That on this 18th
day of the month of January, in the year
one thousand, nine hundred and twenty
one. and of the Independence of the United
States of America, the one hundred and
fOrty-tifth; Before me, Herbert 5. We'll,
Il notary public. duly commissioned and
qualified in and for the Parish of Orleans. |
State of Louisiana, therein residing. and
in the presence of the witnesses herein
after named and undersigned, personally
came and appeared Michael G. We'll and
Jake II. Gutmann, president and vice
president treasurer, respectively, of Well
Gutmann Supply Company, corpor-
alton organized under the laws of the
State of Louisiana by act before Charles
ROsen, notary public for the Parish of
Orleans on March 16. 1908. recorded in
Mortgage Office Book SS1, folio 73i.
And the said appearers, acting in their
said capacities. and in behalf Of said cor
pOratiOn, by virtue of the authority con-
ferred upon them by the stockholders of
the said company on the 10th day of
January, 1921, as will more fully appear
by a certified copy of the resolutions
adopted at the said meeting of the stock
holders which is annexed hereto, declared
that general meeting of the stockhold-
ers of the said Weil-Gutmann Supply Com
pany was duly convened and held at the
offices of the said company in the City of
New Orleans on the 10th day of January,
1921. for the purpose OF considering the
ments to the charter of said company
| that at said meeting the said stockhOld
ers unanimously voted to amend the char
| ter thereof, and to authorize the said ap-
| pearers to come before me- the under
| signed Notary Public, to preserve and en-
| boy in due legal form, the said action of
the stockholders. The said appearers ac-
/ cOrdingly further declared that they have
| appeared before me, Notary Public, under
the authorization aforesaid, for the pur-
pose of embodying In proper and au-
| thentic form the action of the stockhold-
ers in altering and amending Articles "
| and V of the charter of the said company,
/ so that said articles shall hereafter read
| and be as follows:
| ARTICLE Iv.-The capital stock of this
corporation is hereby fixed at two hun
| lars consisting of twenty-five hundred
shares of the par value of one hundred
| ($1OO00) dollars per share. All of the
| said stock shall be common stock. 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 in
stallments as may be prescribed by the
shall be made on the books of the com
pany on the surrender of the outstanding
| certificate and pursuant to such rules as
the Board of Directors may prescribe. The
| capital stock may be increased or de-
creased in accordance with the laws of
this State! No stockholder shall have the
right to sell or otherwise dispose of his
| stockholders through the Board of Di-
rectors, at its book value as determined by
the last annual statement; and the other
stockholders or the Board for them in
proportion to their respective holdings,
shall have the right to buy the same with
| in thirty days for cash; all stock to be
sale or disposition, pledge or encum-
brance of said stock shall be subject
to the provisions of this charter. The
Board of Directors shall have power to
1 al mt
subscribed for herein and to issue the
same upon the payment as aforesaid, but
all such stock or any increase Of the capi-
tai stock must first be offered to the own
ers of stock at the time of such issuance
in proportion to their respective holdings.
No transfer of stock whatsoever shall be
binding upon this corporation until and
unless made upon its books.
ARTICLE v.-All the corporate powers
of this corporation shall be vested in and
the business and affairs shall be managed
by Board Of three directors. to be
elected annually on the first Monday OF
shall be held by ballot at the office of the
company under the supervision of two
commissioners to be appointed by the
Board of Directors.
Notice of such meetings shall be given
by the Secretary in writing, delivered to
each stOckholder in person or mailed to
his last known address at least five days
prior to such election, or by one publica
tiOn in a daily newspaper of this city al
, least five days prior to such election: but
this notice may be waived by all of the
i stockholders.
At all elections and at all meetings o
the stockholders, every stockholder shal
> be entitled to one vote for each share o.
) stock standing in his name on the books
of the company, at the date of said elec
tion or meeting; said votes to be cast II
| person or by written proxy. and The ma
jority of the votes cast shall elect. Any
vacancies occurring among the directors
G4. .I.arI l. ILL l. h.
naming directors. The failure to elec
directors at the annual meeting shall no
; dissolve nor affect the corporation. mo-
| impair its management in any respect, bu
| flee until their successors are elected ant
| qualified.
The Board of Directors shall elect al
soon as possible after their own election
i from among their own number, presiden
and a vice president-treasurer, and shal
also elect secretary who need not be
member of the Board.
The Board of Directors may from tim
agents, servants and employees as the.
/ may deem necessary for the purpose o
the corporation. They shall have the pow
er to fix and define the duties of ever,
| officer, agent, servant and employee. Al
agents, servants and employees shall holt
Office at the pleasure of. the Board Of Di
rectors, unless otherwise specified by con
tract. The Board Of Directors may max
and establish, as well as alter and amen,
all bylaws, rules and regulations neces
| sary for the management of the bushes
and affairs of the corporation.
Thus done and passed at my Office, Fl
the City of New Orleans, State OF Lou
| isiana, in the presence of Messrs. Eldon s
Lazarus and George W. Simons. compe
tent witnesses, who hereunto sign thei
pames with the said appearers and me
| Notary, on the day and date first abov
written, after due reading of the whole
III (ORIGINAL SIGNED):
NJ. g. WE'LL,
President.
JAKE n. GUTMANN,
Vice President Treasurer.