The herald. [volume] (New Orleans, La.) 1905-1953, 1921-11-24

INC.
United States of America, State Of
Louisiana. Parish of Orleans city OF
New Orleans BE il known. That on this
twelfth day of the month of November,
in the year Nineteen Hundred and
Twenty-One (l92D, before me. CHARLES
SCHNEIDAC, Notary Public, duly
commissioned and sworn in and for the
City of New Orleans, Parish Of Orleans.
and in the presence of the witnesses
hereinafter named and undersigned per
sonally appeared the several persons
whose names are hereunto subScriboI.
who declared that availing themselves
Of the laws and statutes of the State Of
Louisiana. in such cases made aud pro-
vided. and more particularly Act No. 26I
of the year 1914. they do, by these
presents. covenant. agree and bind them
selves as well such other persons as
may hereafter become associated with
them. in order To form and constitute
a corporation or body polite in law, for
the objects and purposes, and under the
stipulations following. to-wit:
ARTICLE 1.-The name and title Of
this corporation is hereby declared to
he WILL r RICHARDS, INC. and it
shall have and enjoy corporate existence
and succession for a period of ninety
nine years (99D, from and after this date,
unless sooner dissolved. 1t shall have
authority to sue and be sued; to make
and use corporate seal, and the same
to change and alter at will; to hold, pur-
chase, lease, sell and hypothecate prop
erty. both personal and real, and to
mortgage the same; to borrow and lend
money; to make and issue bonds. and
other evidences of debt; to acquire and
use and to sell or dispose of trade marks,
trade names, copyrights and letters
patent; TO name and appoint directors,
managers. agents and employees through
its Board of Directors, or such officer
or officers as may hereafter be deter
mined. and to adopt through its Board
of Directors such bylaws. rules and reg
ulations for the management and con
duet OF the business and affairs of this
corporation as may be necessary and
proper, with authority to change and
alter the same
ARTICLE 2.-The domicile of this
corporation is hereby declared to be in
| the City of New Orleans, State of Louis
| lana. All citations and other legal pro-
| cess shall be served on the President,
| and in case of his absence or disability,
| on the Secretary Treasurer.
ARTICLE 3.-Tne objects and pur-
poses for which this corporation is
organized and the nature of the business
| to be carried on by it are hereby de-
| clared to be: To buy, sell and deal in
at wholesale or retail, as principal or for
the account of others, as agent, broker OF
| intermediary, both new and used motion
picture films, and to do and engage in
any other business, undertaking or en-
| terprise connected with, growing out of.
| incidental or germane 10 any of the
1
| contemplated by this charter.
| ARTICLE 1.-THE Capital Stock Of this
| corporation is hereby liked at the sum
of Ten Thousand Dollars (s1O.OOO.OO) OF
common stock, divided into one hundred
| QOO) shares of the par value of One
Hundred Dollars ($10OO0) each. The
| Capital Stock of this corporation may
be increased, as provided for according
($5O.000.O0). All stock of the corporation
| shall be payable in cash or its equiv.
alent, as the Board of Directors may
determine, and direct, pursuant to law
soon as Fifty 500 Per Cent of the stock
has been subscribed for. All shares OF
stock shall be fully paid and non
assessable. No transfers Of stock shall
| be binding upon the company, unless
recorded upon its books and made pur-
suant to its charter and bylaws. Nc
| transfer or sale of stock shall be made
| TO any person without previously offer
ing same at its book value to the stock.
holders Of this corporation, said offer tC
be submitted in writing to the Board OF
| Directors. stating the number of shares
offered for sale, the name of the person
making the offer, and the price bona.
fdely offered therefor; such option shall
be granted for a period of not less thar
twenty (20) days, unless the Board OF
Directors unanimously waive this delay
in writing. The said stock shall have
the voting power at all meetings and
elections, and no person shall be eligibl,
to the position of Director or Officer OF
the company unless he or she is th'
owner of at least one % share of tn
stock of the corporation.
ARTICLE 5-All the corporate powers
of this company, and the management
and control of its business shall b,
vested in and exercised by a Board o.
Directors composed of Four (D stock
holders, who shall continue in office 70
one QD year. and until their successor
have been elected and qualified. Th
following named persons shall constitut
! and form the Board Of Directors: VIII
|, t. Richards, Karl Schneidau, W. NJ. Mar
tin and Meyer Simmons, with Will I
Richards. President; w. NJ. Martin. Vice
President. and Karl Schneidau, Secretary
ARTICLE 6.-No stakeholder of. thi
corporation shall ever be held liable TO
the contracts, indebtedness or fault
, thereof in any further sum than the un
shares of stock subscribed for by him
nor shall any informalities in organiza
!, ton have the effect of rendering thi
, Charter null or of exposing shareholde
, to any liability beyond the amount of tn
unpaid balance due on his stock.
ARTICLE This act of incorpora
ton may be changed, modified or altered
or this corporation may be dissolved o
liquidated In compliance with the exist
ing laws, especially Act 267 of 1914 a
a general meeting convened for that pur
pose and after ten (10) days write
notice Of this meeting has been given
each stakeholder.
| ARTICLE S-Failure to hold meetin
or meetings as provided in the foregOin
articles for the election of directors an
, work n forfeiture of this Charter. an
the officers and directors shall hold thei
D places until their successors are elected
!.