The herald. [volume] (New Orleans, La.) 1905-1953, 1921-08-04
CHARTER OF DANIDSO> DENTAL
SUPPLY CO, INC.

HpfFiNS CITY OF NEW ORl.EANH.
be il known, That on TINS nun u"S
JuIy in the year OF our LOrd oh' ~ ~ 80
pine hundred and twenty-one ana OF lh'
Indanandence of the United states OF Amer
ia, th. one hundred and forty min p'lU''
me Rudolph J. Weinmann, notdIH Puu'n
duly commissioned ana quaHheHr ~ on"
Sor mis- CITY and the Parish OF orleans
therein residing and in the presence OF ".
Witnesses hereinafter named ana uhuT'
signed personally came ana aPI,ni' Nv
partieS whose names are heIS"H'o.
Irribrd an of the full age OF inaJorN\.
Who declared that. availing themselves "l
th. provisions of the laws OF inns S'"'
relative TO corporations, they nave '"N'h
anted and agreed, and DO bE th'S' Pl','"'
covenant and agree and bind themselves,
as well as such other persons as may
hereafter become associated with them 70
form and constitute corporation anu poNH
poIitic in law for the objects ana PuI
poses, aud under the stipulationS, artcIr'
and conditions which they hereby adopt a.
their charter. as follows. tO-Wlt.
ARTICLE THE name and title OF Sall
corporation shall be DAVIDSON Den l Al
SUPPLY CO., INC, and its domlcle -
hereby established in the CITY OF New OF
leans. state of Louisiana, and under ITS
corporate name said corporation snail nave
full power and authority TO contract sue
and be sued to make and use cOrpoF-
ate seal, and the same to break ana amer
nj pleasure; to hold. receive, lease, pur-
chase improve, ALLEVIATE, convey, sell. Dor
row, pledge, mortgage ana hypOthccdle
under its corporate name, property, real
personal and mixed; to name and appoint
such officers. directors. agents and man
ayers or other employees as the interest or
the convenience of the corporation may re-
quire; to make and establish bylaws, rules
and regulations for the proper management
and regulation of its affairs, as may be
deemed necessary and proper, and the
same to change and alter at pleasure 10
own stock in other corporations ana 10 do
in m tod
law a. shall be or may hereafter be proper
to carry out the objects and purposes of
said corporation. Said corporation, unless
sooner dissolved in accordance with its
charter shall exist and continue for q
period of ninety nine years from and after
the date hereof. The president, or, in hi.
absence. the yice-president, shall be the
proper person upon whom citation ana all
| other legal proceedings shall be served.
ARTICLE 1.-THE objects and purposes
| for which this corporation Is organized
| and the nature of the business TO be car
ried on by it, are hereby declared to be
| TO conduct a general dental supply bust
| ness at one or more depOts, with such
| branches as il may be determined and 10
| that end to manufacture, buy and sell
| anything and everything that may be- in
| cident to such business, and generally 10
| do and perform all such business as may
| he necessary for or incidental TO the OBJ
| jects and purposes herein mentioned, as
| fully as If set forth herein.
| ARTICLE III-The capital stock of this
corporation is hereby fixed at Two hundred
and twenty thousand dollars (S22O.OOOOO)
| divided into twenty-five hundred shares OF
one hundred dollars (SlOO.OO) each. all OF
| which shall be common stock. This stock
| shall be payable in cash, or may be issued
| by the Board of Directors in exchange for
| things of value actually received or ser
| vices rendered the corporation, payments u
| be made at such time as to be determined
| by the Board of Directors. This corpora
| ton shall be going concern as soon a,
| One hundred and ten thousand Dollars
| tS110.OOOOO of the capital stock shall have
| been subscribed for. The capital stock OF
| this corporation may be increased TO Five
| hundred thousand dollars $500, 0000O). Al
| transfers of stock of this corporation shall
| be entered upon the stock books of tn,
| company, and no transfer Of stock shall b,
| in any manner binding upon this corpora
ton until so recorded in its stock book.
No stakeholder shall have the right 4
| offered IL, in writing. at its book value Il
the directors Of this corporation twent,
| t2O) days previous to the contemplated sal,
| of the said stock; and If the directors o.
this corporation, when said stock is offered
TO them at Its book value, desire to buy IL
purchase shall be made on behalf of tn,
corporation, and the stock shall then anC
there become treasury stock, to be dispOseS
OF as the Board Of Directors of this cor
poration shall determine. A notice of tn
obligation so to offer the stock to tn
corporation shall be printed across the fac,
Of each certificate of stock.
The Board Of Directors of this corpora
ton Is authorized to purchase and ACQUIRE
Tor cash from III. c. Davidson the stock O
goods, open accounts contracts and goo,
VIII or the dental supply business pres
entity carried on by III. c. Davidson, will
headquarters in the Maison Blanche Build
ing, New Orleans, Louisiana. and with
branch at Shreveport, Louisiana, at n vain
TO be fixed by the Board of Directors o
this corporation, all as the same is de
scibed as per the inventories and trial bal
ance or May 81, 1921, the net worth of sal,
business exclusive of any special allow
ahce Tor value for good will, being fixe,
by the said III. c. Davidson at Two hun
dred and twenty thousand two hundre,
500, 255.59).
ARTICLE Iv-All of the corporate DOW
ers or this corporation shall be vested ii
and exercised by board of five (5) direc
tors, composed of stockholders of the cor
poratlon, three 90 of whom shall constitut
quorum for the transaction of business
and their decisions shall be valid corporal
acts. The officers of said corporation shal
De PRESIDENT. Vice President a Treas
urer and Secretary, who shall be mem
bers of the Board of Directors. except RI
treasurer and Secretary, who need not b
members of the Board of Directors an,
tnese latter Offices may be combined o
| me iohoWlng named persons shall con
Stltute the first Board of Directors: II. {
davidson, 1923 State street, New Orlean,
Ia; James IL. Davidson, 1923 State street
lew orieans. La; Edward A Thomas 463
TTaalrneid avenue, Shreveport, La; III. I
Inomas, Z0S3 Prytania street, New Orlean.
La; Charles w. Bartel. 327 State street
Jew orleans, La, and the said H. C. Day
idson shall be President. the said lam
n. davidson Vice President. and willia1
heard snail be Secretary Treasurer
NO person shall be eligible ms diracto
Ut az an officer who is not stockhoIde
vi lnls corporation. During the absence a
tne PRESIDENT the Vice President shall sC
anu preside. Said Board of Directors an
onceIs snail continue in Office until m
: secohu wednesday of January 1922 an
entH their successors are elected and ouaIi
neu on which date and thereafter on
nuaiiy, Board of Directors shan n
iecteu, unless the same shall be a boIida
mnen such election shall be held on suc
. neAt regal day thereafter Notice Of snc
eiecuon shall be given by written .
pited notice, fifteen 15) days nraviou
2 ~ sara election. and sent by mail tocfN
Z 90 Amo"h address of each stockbolde
ana NV II by the books of the corporatio,
s ono .he Board of Directors shall onnojr
: eIao, ~ more stockholders to preside M snc
. tha foH, as commissioners. In the event ,
8 m;ssione Oh any commissioner or com
n annn;ntt 10 attend, the President shall h
' from an,, NIL the vacancy failuI
. - an! cause whatever to elect diracto,
on the day named for thar nurno uid ~ toi
not dissolve the corporation bn, sns a
rectors then in Office as we'll .s tn ~ "a
oI the said corporation shall 49, iiiO '
until tnelr successors are oho-a.. Oiu wv