The herald., 1921-01-27
CHARTER.
AMENDMENT TO CHARTER OF WE'LL.
GUTMANN SUPPLY COMPANY.
INCORPORATED

INCORPORATED.
United States of America, State of Lou
isiana, Parish of Orleans. City of New |
Orleans: Be it known, That on this 10Th |
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,ffth; Before me. Herbert $. Well |
a 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 q. We'll and |
Jake ii. Gutmann, president and vice |
president treasurer, respectively. of Well |
Gutmann Supply Company. a 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 10. 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 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 a 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
making of certain changes and amend
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-
bearers 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
dred and fifty thousand (S25000OO0) dol
lars, consisting of twenty-five hundred
| shares of the par value of one hundred
| (SlOO.OO) 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
! Board of Directors. All transfers of stock
| 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 stakeholder 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 i'll
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
Va nj Sn inf "a mi
subscribed for herein and to issue the
same upon the payment as aforesaid, but
all such stock or any increase of the CAPT
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 a 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
Notice of such meetings shall be given
by the Secretary in writing, delivered TO
each stakeholder in person or mailed to
his last known address at least five days
prior to such election, or by one publica-
ton in q daily newspaper of this city at
least five days prior to such election: but
this notice may be waived by all OF the
stockholders.
At all elections and at all meetings of
the stockholders, every stakeholder shall
be entitled to one vote for each share of
stock standing in his name on the books
of the company, at the date of said cleo
ton or meeting; said votes to be east in
person or by written proxy, and The ma
iority of the votes cast shall elect. Any
vacancies occurring among the directors
for any cause shall be filled by the re-
naming directors. The failure to elect
directors at the annual meeting shall not
; dissolve nor affect the corporation, nor
I impair it's management in any respect, but
the directors in office shall remain in Of
flee until their successors are elected and
qualified.
The Board of Directors shall elect as
soon as possible after their own election
from among their own number. a president
and a vice president-treasurer, and shall
also elect a secretary who need not be a
| member of the Board.
The Board of Directors may from time
to time name and appoint all such officers
| agents, servants and employees as they
| may deem necessary for the purpose OF
the corporation. They shall nave the pow
er to fix and define the duties of every
| officer, agent, servant and employee. AL
agents, servants and employees shall hold
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 amend
all bylaws, rules and regulations neces
sary for the management Of the business
and affairs of the corporation.
Thus done and passed at my office. In
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
names with the said appearers and me
Notary, on the day and date first allow
written, after due reading Of the whole
| ORIGINAL SIGNED:
NJ G. WE'LL.
| President.
JAKE II. GUTMANN
| Vice President Treasurer.
Witnesses: Eldon s., Lazarus, George W
Simons