The herald., 1922-11-23
CHARTER.

in residing, and in the presence of the
witnesses hereinafter named and under
signed, personally came and appeared the
several parties whose names are hereunto
subscribed, who severally declared that
availing' themselves of the laws of the
State of Louisiana. in such cases made
and provided, and more particularly of
Act PSI of the General Assembly of the
State of Louisiana of 1914, relating to the
creation, organization and formation of
corporations, they have covenanted and
agreed, and by these presents do hereby
covenant agree and bind themselves. r.
well as all other persons as may here
after become associated with them, 10
form a corporation for the objects and
purposes under the articles and stipula
tions following. which they hereby adopt
As their charter, to-wit:
ARTICLE 1.-The name and title of
this corporation shall he STRAND DEN
tai COMPANY, INC. and under its
corporate name il shall have power and
authority to have and enjoy corporate
existence for period of ninety nine
years from date hereof unless sooner
dissolved by liquidation or otherwise. 1t
shall have power to contract, to sue and
be sued: to make and use n corporate
seal. and to alter and break the same Mt
pleasure. to hold, receive. lease purchase.
transfer. assign. mortgage, hypothecate,
pledge or otherwise dispose of property.
real personal or mixed. corporal aud in
corporal: to issue bonds. and. If desired.
to secure same by mortgage: TO hold
stocks in other companies; to make and
elect officers and directors: to make and
establish alter and amend ylaws, rules
and regulations for its proper govern
ment. as may be deemed necessary and
proper for the extension of the business
in which the corporation is engaged.
ARTICLE 1.-THE domicile Of this
corporation shall be in the city of New
Orleans. Louisiana; and service OF pro-
cess shall be made upon the President
or, in his absence. upon the Secretary.
ARTICLE III.-The objects and pur-
poses for which this corporation is or
ganized and created, and the nature OF
the business to be carried on by it, are
declared to be as follows:
To engage in and conduct the general
practice of dentistry: to conduct a labor
atory; to buy, sell, manufacture, and
generally to deal in all articles. instru-
ments, apparatus and products of dental
laboratories. connected with or relating
to the practice Of dentistry; to do and
perform all things appertaining to and
incidental to the carrying out and proper
execution of the objects and purposes
hereinabove mentioned.
ARTICLE IV.-The capital stock of
this corporation is hereby fixed at the
sum of five thousand dollars ($50O000),
and shall be divided into and represented
by fifty 600 shares of one hundred dol
lars ($10O.00).
Said stock shall be paid for in cash. or
by property, or services actually rendered
to the corporation, or other equivalent of
cash. as provided by law, and in such
manner and at such time and in such in
stalments may be prescribed by the
Board of Directors.
This corporation shall become a going
concern and shall be authorized to com
mence business as soon as all Of its capt.
tai stock shall have been subscribed and
fifty per cent of all stock subscribed for
shall in fact have been paid for, either in
cash or its equivalent.
ARTICLE V.-The capital stock of this
corporation may be increased to the sum
of ten thousand dollars (S10000.00) by
vote of two-thirds of all the stock present
or represented at a special meeting called
for that purpose. or at a regular annual
| meeting Of the corporation.
| ARTICLE VI.-A1 certificates of stock
issued by this corporation shall be signed
| by the President and countersigned by
the Secretary.
The stock of this corporation can be
transferred only on the books of the cor
poration. and subject to such regulations
and formalities as may be by the Board
| of Directors from time to time pre-
scribed. No stakeholder shall be per-
| mitted to sell or otherwise dispose of his
| stock without first offering the same in
| writing to the other stockholders, through
! the Board of Directors. at price not
| exceeding the book value thereof; and
said stockholders in proportion to their
holdings, shall have an option and first
| right to purchase, at the book value OF
such stock, on December 31st. last pre-
| ceding. all the shares of stock to be thus
| disposed Of by sale or otherwise Of any
of the stockholders. and shall have pc
riOd of ten DAYS in which to accent oil
decline said offer. Should the stockhold
ers decline to purchase said stock. theT
snch stakeholder is at liberty to sell OF
| dispose Of the stock. and may do so in
any manner and at any price he may
deem fit.
Each share Of stock is issued herein upor
the condition and understanding that
no stakeholder shall sell or otherwise
transfer his stock in violation hereof. and
l any snch sale or transfer, II made. shall
be void. and this corporation shall b.
under no obligation to list said stock or
its hooks or to regard the holder Of the
Il certificate thereof.
: ARTICLE VII.-The corporate powers
i Of this corporation shall be vested IN
and exercised bv board Of not less
than three nor more than six directors
Mt the option ~ the stockholders. two Il
constitute Quorum when there are three
directors: three to constitute n quorum
when there are more than three and less
than six directors: and four TO constitute
y quorum should there he six directors
for the transaction Of business. The ~
rectors Of the cornoration NAV vote ir
nerson or nv written or telegraphic prox,
Of anv Of the MEETINGS of the BOARD o
Directors: and the BOARD Of Director
NAV delegat" any Of its powers to any
officer or officers. or anv other renresen
'atire Of the corporation. by appropriate
resolution tn that effect.
The first BOARD Of Directors Of this cor
norat.on shall no composed OF the fol
lowing: Joseph Faust Ernest Clinton
Swanson. Robert Faust. with the follow
, ing as officers: Joseph T. Faust, Presi