The herald. [volume] (New Orleans, La.) 1905-1953, 1922-03-09
BUY
THE
BEST
CHARTER.

-''NA I'LL l. Hdlit anu tue OF
this corporation shall be The Para
mount Mercantile Company" and under
It's corporate name IL shall have power
ana authority To have and ENJOY a cor
porate existence for period OF ninety.
nine t99) years from date hereof unless
sooner dissolved by liquidation OF other
wise. IL shall have power to contract,
TO sue and be sued. 10 make and use n
corporate seal, To alter and break same
at pleasure, TO hold receive leasa pur-
chase transfer, assign. convey, mortgage.
hypothecate, pledge or otherwise receive
or dispose of property, real, personal
and mixed; to name elect and appoint
such managers, agents. directors or Off
GERS as its business interest may require
and To make and establish alter and
amend its bylaws and regulations FOR it's
proper government as may be deemed
necessary, and generally to do any and
all things necessary and proper for the
maintenance and retention of the business
IN which the corporation is engaged to
establish and maintain Offices and stores
in this state. other states, districts and
territories of the Unted 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-
| PNSSS AOh lnls corporation Is ere
ated and the nature of business to be
! carried on by IL 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 III"
| sum of Fifty-six Hundred Dollars $4,000.
| OF which Five Thousand Dollars (S5,OOO)
| shall be six per cent cumulative pre-
| ferred stock, and Six Hundred Dollars
! (S6OO.OO) shall be common stock all of
which stock shall be paid for in accord
ance with law, and the capital stock
Hundred Sl00OO Dollars each Of six
per cent preferred stock, and One Hun.
dred and Twenty shares of Five Dollars
| $4,000 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 liqui-
| dation, dissolution or winding up, up to
| the par value of such preferred stock,
and the remainder, il 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
two-third vote of all the stockholders
| present or represented at a special meet
ing called for that purpose at a regular
annual meeting Of the corporation.
ARTICLE vi. All certificates of stock
| issued by this corporation shall be 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
| formalities 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
stockholders five (5) OF which may con.
stitute quorum for the transaction Of
business of this corporation. The Board
Of Directors, except the first board, which
is named In this charter, shall he elected
annually by its stockholders on the third
Monday in the month of January each
year.
The first Board Of Directors and every
succeeding Board Of Directors shall hold
Office until their successors are elected
/ md .aflG "a
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 be
notified Of such meeting at least ten days
prior to such meeting in writing and
sent to his last known postofice address
| Each stakeholder shall at such meeting
| OF the Board of Directors be entitled In
person or proxy to one vote for each
share Of stock owned by him. Elections
shsll be held under such rules and rcgu-
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 successors
shall have been elected and qualified, and
any failure to hold the annual meeting
OF stockholders or to elect annually the
directors shall not operate the forfeiture
OF this charter or any rights Hereunder.
Any vacancy in the Board of Directors
shall be filed by the Board Of Directors
for the unexpired term.
Until the election the third Monday
in January 1923. the following shall con-
stitute the first Board OF Directors: Al
fred Turnbull. Joseph A. Thornton, Ger
aid N. Thomas, Waldo r. Frank. c. p
Arceneaux. Ralph Sharp. W. J. Barker.
Vincent Roberts, J. o. Walker with Al
fred Trrnbull as President, JOS A.
Thornton, first e-president: Gerald
Thomas. Second Vice-President, Waldo B.
Frank. Secretary, and c. p. Arseneaux,
Treasurer.
ARTICLE VIII In case Of the disso-
luton. liquidation or termination Of this
charter by limitation or otherwise, the
ahairs OF this corporation shall be liqui-
dated by one or more liquidators elected
by the stockholders, and they shah be
vested with such authority as may by
law be permitted and shall liquidate the
affairs OF this corporation or continue
to act on behalf Of the corporation.
ARTICLE TX. No stakeholder OF this
corporation shall be liable or responsible
for any cost, contracts. debts or faults
OF this corporation any OF fits affairs
nor shall any mere informality in organi-
Zation have the effect of rendering this
charter null and void or Of exposing a
stakeholder to any liability beyond the
unpaid balance due on the stock held by
him.
ARTICLE x. The subscribers hereto
have written opposite their names the
number of shares subscribed to by each
OF them and their postoffice address so