The herald., 1921-07-28
CHARTER.

each stakeholder at his last known ADDRESS.
The board of directors thus elected shall
continue in office for one year, or until
their successors shall have been elected
and qualified. No failure to elect shall be
regarded as forfeiture of this charter:
Any vacancy occurring on said board of
directors shall be filled by the remaining
directors for the uneNpired term. Said
board of directors shall likewise elect the
additional members in case they should
determine to increase the number of said
board of directors. Said board of direc-
tors shall at its first meeting after its
election. nominate out of its number
President, a Vice President. Secretary
and Treasurer any may, combine any two
of said officers in one person. Said board
of directors shall have the right TO appoint
and dismiss such clerks, managers and
other employees of the corporation as con-
ditions may justify or the business of the
corporation may require. The tenure of
office of all the employees of the corpora
tiOn shall be during the pleasure of the
board of directors. Any of the directors
or officers shall have the right to appoint
by written instrument another director or
stakeholder to act as his proxy or in his
stead at any one of the meetings of the
board of directors. Said stock may be is
sued in payment for property, or rights
purchased by the corporation or for ser
vice actually rendered TO it.
More than fifty per cent of the capital
stock having been subscribed and paid for
consequently with the execution of this
charter this corporation shall be a going
'cOncern at once.
ARTICLE VINO stakeholder shall be
held liable or responsible for the contracts
faults or debts of said corporation, mol
shall any mere informality in its fOrma-
ton have the effect of rendering this char
ter null or exposing a stakeholder to any
liability beyond the unpaid balance due on
the shares owned by him.
Il, VI
ton may be changed. modified or altered
or this corporation may be dissolved with
the assent of the stockholders owning
two-thirds of the stock of the corporation
at general meeting convened for that pur
pose and after at least ten days written
notice of the meeting has been given
through mail addressed to each stock
holder at his last known place of resi-
dence. In case of dissolution by the ex-
piration of this charter or otherwise the
stockholders shall elect three liquidators
from among their number to liquidate and
settle the business and affairs of the com
pany. In case of death or disability of
any of the said commissioners or liquida-
tors the survivors or remaining liQuida-
tors shall have full power and authority
to settle said cOmpany's debts. and divide
the remaining money, and property among
the stockholders. They shall also have
power to meet and act under the bylaws
of the corporation and under regulations
to be made by the majority of said liqui-
datOrs, to fix a price and prescribe the
terms of sale Of said property, and the
manner in which the sale shall be made
and to take notes and bonds secured by
mortgage or otherwise for part of the
purchase price for all or any part of said
property provided. however, that the rights
herein conferred upon the liquidators may
be modified, changed or denied by ma
Jority of the shares of the capital stock
of the corporation. The said liquidators
shall have authority to sue for and re-
cover the debts and property in the name
OF the corporation and may be sued by the
solido to any creditor or stakeholder for
the moneys and property of the corpora
ton which shall come into their hands or
possession as liquidators for the further
application and distribution thereof.
ARTICLE IH-Untii the election to be
following shall constitute the first board
OF directors. viz: Morris J. Warshauer
Aaron Gross and Herman Bratman, with
Morris j. Wafshauer as president; Aaron
cross as vice.president: and Herman Brat
man as secretary and treasurer. The said
board of directors shall have the authority
to make and establish such bylaws for the
government of the corporation as they
deem mt or they or any succeeding board
of directors may amend the same at
pleasure.
Thus done and passed in my onlce on
the day. month and year first above writ
ten in the presence of Lillian winter and
Harry Quick, competent witnesses resid-
ing in this city. who have hereunts signed
their names, with the said appearers and
me, notary, after due reading of the
whole.
Witnesses: Lillian Winter, Harry
Quick.
ORIGINAL SIGNED:
Norris j. Warshauer. New Orleans. La
3OO shares; Herman Bratman, New Or.
leans. La, 1876 shares: Aaron Gross, Bun
kie, La. per III. Bratman, agent and at
torney in fact. 5 shares.
GABRIEL FERNANDEZ. JR..
Notary Public.
1. the undersigned Recorder of Mort.
cages, In and for the Parish of Orleans.
state or Louisiana, do hereby certify that
the above and foregoing Act of Incorpora-
ton ii OF the Tropical Clothing Manufactur-
ing Co, Inc. was this day duly recorded
In my office In Book 1885, Folio GAG
New Orleans, June 9th, 1921.
(Slgned) ROBT. SCOTT.
Deputy Recorder.
GABRIEL FERNANDEZ. JR.
Tai Notary Public.