The herald. [volume] (New Orleans, La.) 1905-1953, 1922-03-23
CHARTER.

In which the corporation is engaged; to
establish and maintain Offices and stores
In this state, other states, districts and
territories of the United States.
ARTICLE ii. This corporation shall
be domiciled in the City of New Orleans
State of Louisiana, and all citations or
other legal processes shall be served up
on the President of the corporation, or
in the event of his absence, upon the
Vice President
ARTICLE III. The objects and pur-
poses for which this corporation is ere
ated and the nature of business to be
carried on by it are hereby declared to
be as follows: To buy, sell, both whole
sale and retail; to manufacture goods,
wares and merchandise, more particu-
larry men and wOmen's wearing apparel,
and to engage in all such other lawful
business for which this corporation is
created.
ARTICLE ". The capital stock of
this corporation is hereby fixed at thu
sum of Fifty-siX Hundred Dollars (5.GOO).
OF which Five Thousand Dollars $4,000
shall be six per cent cumulative pre-
ferred stock, and Six Hundred Dollars
(s6oOOO) shall be common stock, all of
which stock shall be paid for in accord
ance with law, and the capital stock
shall consist of Fifty 500 shares of One
Hundred (S100.00) Dollars each of six
per cent preferred stock, and One Hun
$500 each of common stock.
Until two full six per cent dividends
have been declared and paid on the pre-
ferred stock, the common stock shall not
participate in any net profits of the cor
poration. When two full six per cent
dividends have been declared and paid
on the preferred stock any amount re-
naming out of the net profits of this
corporation shall be distributed pro rata
among the holders of the common shares.
In case of the liquidation, dissolution or
winding up of the corporation, whether
voluntary or involuntary, the holders of
the preferred shares shall be entitled to
prior participation in the net assets OF
the corporation realized from such lilui-
dalton, dissolution or winding up, up to
the par value of such preferred stock,
and the remainder, If any there be. shall
be distributed pro-rata among the hold
ers of the common shares.
The common stock shall have no voting
power whatsoever.
The capital stock of this corporation
may be increased to the sum of Two
Hundred and Fifty Thousand Dollars by
a twO-third vote of all the stockholders
present or represented at a special meet
ing called for that purpose at regular
annual meeting of the corporation.
ARTICLE VI. All certificates of stock
issued by this corporation shall he signed
by the President or Vice-President and
countersigned by the Secretary. The
stock of this corporation can be trans
ferred only on the books of the corpora
ton and subject to such regulations and
formalites as may be by the Board of
Directors from time to time prescribed.
No stakeholder shall be permitted to
sell or otherwise dispose of his stock
without first offering same in writing TO
the other stockholders through the Board
of Directors at a price not exceeding the
book value thereof.
ARTICLE VII. All the powers of this
corporation shall be vested in Board
of Directors to be composed of nine (9)
stockholders. five 90 of which may con-
stitute a quorum for the transaction of
business of this corporation. The Board
of Directors, except the first board, which
is named in this charter. shall be elected
annually by its stockholders on the third
Monday in the month of January eacn
year.
The first Board of Directors and every
succeeding Board of Directors shall hold
Office until their successors are elected
and qualified. The directors of this as
ISOLATION shall be elected annually by
the stockholders at a meeting held on the
third Monday in the month of January
of each succeeding year thereafter; each
and every preferred stakeholder shall he
notified of such meeting at least ten days
prior to such meeting in writing and
Each stakeholder shall at such meeting
of the Board of Directors be entitled in
person or proxy to one vote for ea:h
share of stock owned by him. Elections
shall be held under such rules and regu-
| lations as may be prescribed from time
to time by the Board of Directors. The
directors, when elected, shall hold Office
| for one year or until their successor
shall have been elected and qualified, and
| any failure to hold the annual meeting
1 ill Ia a
directors shall not operate the forfeiture
| of this charter or any rights Hereunder
ANY vacancy in the Board of Directors
shall be filled by the Board of Director:
| for the unexpired term.
Until the election on the third Monday
| in January 1923, the following shall con
stitute the first Board os Directors: Al
fred Turnbull, Joseph A. Thoruton, Ger
aid y. Thomas, Waldo b. Frank. G. y
Arceneaux, Ralph Sharp, W. J. Barker
Vincent Roberts, J. o. Walker, with Al
fred Turnbull as President. Jos. A
Thornton. first vice-president; Geral.
Thomas. Second ce-President, Waldo Il
Frank, Secretary, and c. 2. Arseneaux
| Treasurer.
| ARTICLE VIII. In case Of the disso
luton, liquidation or termination of thi
charter by limitation or otherwise, tn
affairs of this corporation shall be liqui
dated by one or more liquidators elected
L
vested with such authority as may b!
law be permitted and shall liquidate tn
affairs Of this corporation or continu
to act on behalf of the corporation.
ARTICLE TX. No stakeholder Of thi
corporation shall be liable or responsible
for any cost, contracts. debts or fault
! of this corporation or any of its ahairs
nor shall any mere informality In organi
zation have the effect Of rendering thi
charter null and void or Of exposing
stakeholder to any liability beyond tn
unpaid balance due on the stock held b.
him.
ARTICLE X. The subscribers heret
have written opposite their names tn
number of shares subscribed to by eac
of them and their postoffice address
that this charter may serve as the sub
scription list of this corporation. ali o
which subscriptions are payable In tn
manner and form set out herein.
Thus done and passed at my Office, 1
the City of New Orleans. in the presenc
Of Fred s. Deibel and John ID. Townent
competent witnesses, who have ,sfgne
these presents together with the under
signed persons and me, notary, afte
reading the whole.
(ORIGINAL SIGNED):
| I. the undersigned Recorder OF Mort
CAGES in and for the Parish OF Orleans
State of Louisiana. do hereby certify this
the above and foregoing Act of 1ncol
| poration of The Paramount Mercantil
| Company, was this day duly recorde
in nv office in Book 1868. folio -.
New Orleans. 1922.
AUGUSTUS G.. WILLIAMS,