The herald., 1921-12-01
CHARTER.

ing themselves of the provisions of the
laws of this state, relative TO the organl-
cation of corporations. and more partlcu-
Iarly Act No. pa of the General Assembly
of the state, approved July 9. 1914, they
have cuvenated and agreed. and do. by
these presents. covenant and agree. hlnd.
form and constitute themselves. as well
aS such persons who may hereafter join
or become associated with them. into a
corporation and body polite in law. Tor
the objects and purposes and under the
agreements and stipulations following, to-
wit
ARTICLE 1.-The name and style Of
this corporation shall be Sam Silver
styin'S Department store. Inc. and. un-
der that uamv. il shall have and enjoy
all the rights. advantages and PRIVILEGES
granted by law Ia corporations II ShaIl
exist for the period of nincty nine years
from this day it shall have power to
contract. sue aud be sued in its corporate
name. 10 make and use 4 corporate seal,
and the same to break or alter at pleas
ure; to hold, receive, purchase. convey,
mortgage, hypOthecate or pledge prop
erty. both real aud personal. To Issue
bonds, notes and other obligations or
negotiable Instruments; to have and en-
ploy such managers. directors, officers,
agents and other employees as the in
trrest and convenience Of said corpora
tion may require or demand to make and
establish such bylaws. rules and regu-
latiOnS for the corporate management and
control of the affairs of the corporation
as may be deemed necessary and eNpe-
dent.
ARTICLE U-The domicile of said
corporation shall he established in the
City of New Orleans. in this state, and
all citations and Othpr legal process shall
be served on the president, and. in his
absence, on the vice president.
ARTICLE UI.-The objects and pur-
poses for which this corporation is or
.a, I'D aud fha natnra of tho business
to he carried on by il are hereby de-
cIared to be to buy and sell. at whole
sale and retail. and to manufacture, con
sign or receive on consignment, all classes
of merchandise. specially such articles OF
use. wear or OF food as are usually kept
on sale in department stores, and gener
ally to engage in, conduct and promote
such other business or enterprise as may
be germaHe, incidental TO. or may grow
out of the concern contemplated by this
act.
ARTICLE IV.-The capital stock Of this
corporation is fixed at the sum of Sev'
enty five Thousands Dollars, ~(SI5.OCO.OO)
divided into seven hundred and fifty
shares of the par value of one hundred
dollars each. All shares of stock shall b.
full paid and worcestershire. No trans
fer of stock shall be binding upon TIN
corporation unless made upon its book
and all certificates of stock shall b.
signed by such officer as may he desig
nv ~ 80
This corporation shall have the RICH
to increase it's capital stock to a furthe
sum of Two Hundred Thousand Dollar
$500. O0JO0), to he divided into shares O
one hundred dollars each. provided SAT-
increase in the capital stock shall hav
been authorized by the stockholders at
meeting to be held pursuant to the provi
sionS of law.
ARTICLE Van the corporate power
Of the corporation shall be vested in, an
the management and control of its affair
! shall be exercised by a Board OF Direc
the membership of which may he In
creased to a number not eXceedin
seven. by the Board Of Directors at an
, of its regular meetings. \ majority O
! the directors shall constitute a quo
, rum for the transaction of all business
1 The directors shall be elected annual
=. by ballot on the first Tuesday in Noyen
! Der in each year. Each stakeholder sha
be entitled. in person or by proxy, to
vote for every share owned by him, an
{ all elections shall be held under sue
: rules and regulations as may be detel
\ mined by the Board of Directors, aft'
\ fifteen days notice by mail of such ele'
ton shall have been sent TO each stool
: holder at his last known address. TT
directors thus elected shall continue
office for one year. or until their succe
sOrs shall have been duly elected an
qualified. No failure to elect shall be r.
4 / kalutu az u VI TN Nh"AN ~
Any vacancy occurring on said boar
;, shall be filled by the remaining directO
for the unexpired term; the said boal
shall likewise elect the additional men
= bers in case they should determine
a increase the number of said board. Sa
y Board of Directors shall at its first NEE
ing after its election, nominate out of !
number a president, a vice president al
a secretary-treasurer. 1t may divide q
functions of the last mentioned offic
and may elect a secretary who need N
u be either a director or stakeholder. Sa
board shall have the right to appoint al
dismiss such clerks, managers and 9th
employees of the corporation, includii
the secretary who is not a stakeholder,
conditions may justify or the busine
of the corporation may require. i
tenure of office of all employees of &
corporation shall be during the pleasu
of the Board of Directors. Any of (
directors shall have the right to appOir
IN by written instrument, another direct
ID or stakeholder to act as his proxy al
40 in his stead at any and all meetings
10 the Board of Directors.
ARTICLE Who stakeholder shi
II ever be held liable for the c%Ontrac
4 faults or debts of said corporation, II
" shall any mere informality in its organ
lie zation have the effect Of rendering q
pr charter null, or of exposing n stockhold
n to any liability beyond the unpaid h
f. ance due on the shares owned by him.
Ah1lILE tlI.-ihiS " '"
ton NAV be changed, modified or alter
- or this corporation may be dissolve
- with the assent of the stockholders oW
IN ing two-thirds of all the stock OF |
~ corporation at n general meeting ca
~ vened for that purpose, and after at lea
VI ten days written notice of this meeti
~ has been given through mail address
e TO each shareholder at his last knoN
a place of residence. In case OF dissolul
u by the expiration of this charter or oth'
-, wise, the stockholders shall elect Uni
~ liauidators from among their number
~ uquidate and settle the business ana
e. fairs of the company. In case OF dea
- or disability of any one of said comm
sioners or liquidators, the SURVIVORS
~ the remaining liquidatOrs shall appoint
&c successor to him. The said 1quidat'
" shall have full power to settle compan
ho affairs, collect outstanding debts, sell a
convey property, pay its debts, and div
the remaining money and propei
oL among the stockholders. They shall a
IN have power to meet and act under
4, bylaws of the corporation and unt
he regulations to be made by a majority
m said luquidators; to fix the price q
.s' prescribe the terms of sale OF said pre-
erty, and the manner in which the s
bo shall be made, and take notes and Dol
IA secured by mortgage and otherwise
no part of the purchase price for all or Q
part Of said property, provided, howe'
that the rights herein conferred upon
M. liquidators may be modified. changed
denied by a majority of the shares
~ the capital stock of the corporation. 2
az said liquidators shall have authority
sue for and recover the debts and pr
arfy In tho mama of tho cOrDOratiOl 4