The herald., 1922-04-13
CHARTER.

shall hold regular meetings at such times
| as shall be fixed in the by laws of this
| corporation. These meetings shall be held
at the dOmcile of the corporation, but the
president may call special meetings of the
board of directors at such times and places
within the State of Louisiana as he may
| deem advisable. 8ld he shall be required
to call such meetings whenever requested
| TO do so by three members of the board
| of directors. Three days notice of sue h
SPECIAL meetings shall be given in writing
to the directors unless waiver of notice is
siGLeG bv the directors. Any vacancy oc-
curing on the board, either from death.
/ resignation, or inability to serve, shall
be filled by the board of directors at its
next regular meeting after such vacancy
shall have occurred. The first board of
/ directors of this corporation shall be re-
quired to draft suitable by laws for the
! government of this corporation. which
may he altered, amended or changed as
the eNigencies of the case may require.
ARTICLE VII-The stock of this cor
| poratipn may be transferred, provided
such transfer shall be recorded upon the
books of the corporation before it shall
| be required to recognize the transfer or
! the new holder of said stock. The total
amount of the subscribed stock, as herein
set forth, is the sum of twenty-five thOus-
and, five hundred tS22.5OOOO) dollars.
which is hereby authorized to be issued
| fully paid and worcestershire, for cash.
or in exchange for property or services,
| according to law. That, save as herein
after provided, no share or interest in the
| company shall at any time be transferred
| to any person not already shareholder,
| so long as any shareholder Is willing to
purchase said share or interest at the pre-
scribed price. That in order to ascertain
whether any shareholder is willing to pur
chase any such share or interest, the per-
son. whether a shareholder of the COM
! pany or not. proposing to transfer the
same, hereinafter called the retiring
shareholder shall give notice in writing
to the company that he desires to transfer
the same, and such notice shall constitute
the company his agent for the sale of the
share or other interest to any shareholder
of the company at the prescribed price.
That II the company shall. within the
space of thirty days after such notice find
a shareholder desiring TO purchase such
share or interest, hereinafter called the
purchasing shareholder, and shall give
notice thereof to the retiring shareholder,
he shall be bound at such time within fiji
teen days thereafter as the company shall
appoint upon payment Of the prescribed
price. TO transfer such share or interest TO
the purchasing shareholder. That if in any
case the retiring shareholder after becOm
ing bound as aforesaid, makes default in
transferring such share or interest, the
company may receive the purchase money
and shall thereupOn cause the name of
the purchasing shareholder to be entered
upon the register as the holder of such
share of interest, and shall hold the pur-
chase money in trust for the retiring
shareholder, his executors, administrators,
or assigns. and the receipt of the company
for the purchase money shall be a good
discharge to the purchasing shareholder,
and he shall not be bound to see to the
application thereof, and after the name of
the purchasing shareholder has been en-
tered in the register in purported exer-
else of the aforesaid power the validity of
the proceedings shall not be questioned
by any person, and the purchasing share
holder shall be deemed and taken to be
the owner of the said share or interest.
That the prescribed price shall mean the
amount paid in on such share or interest,
Plus the proportionate part of the undi-
vided profits, provided that IL instead of
there being undivided profits there exists
an impairment of capital of the said COM
pany, then the proportionate part of such
impairment shall be deducted from the
amount paid in upon such shares or in.
terest in ascertaining such prescribed
price. That the company shall in all cases
on receiving notice of desire to sell stock
as aforesaid, allow the other shareholders
the opportunity to take same in proper
ton to their respective holdings of stock
In the company, making all necessary ad-
Justments to avoid fractions of shares,
and for that purpose giving preference in
All cases to shareholders who have the
largest holdings.
ARTICLE VIII-This charter may be
modified, altered, the capital stock thereof
increased or decreased, or the corporation
may be dissolved with the assent of two |
thirds OF the capital stock present or re- |
presented at any meeting of the stock |
holders held for that purpose, after prior |
notice in writing to each stakeholder, or |
mailed to him at his last known post office |
address. all in accordance with the terms |
Of Act 267 of 1914.
ARTICLE IX-At the expiration of |
this charter. or the earlier dissolution of |
this corporation for any cause, its affairs |
shall be liquidated by two or more liqui- |
dators TO be elected by the stockholders |
all of whom shall hold stock in said COM |
pany and said commissioners are hereby |
vested with full power and authority to |
Iiquidate the affairs of said company, with |
full power to act.
ARTICLE KIN order that this charter |
may serve as a subscription list the I'M
dersigned incorporatOrs Of this corpora
ton have subscribed for the number of |
shares set opposite their respective names.
Thus done and passed. in my office. in
month and year first above written in the
presence of J. n. Swing and Z. II. Krause
competent witnesses, and me, notary, after
due reading Of the whole.
Witnesses: J. N. Swing, z. II. Krause
ORIGINAL SIGNED:
Chin U. Chong, two hundred shares;
Chin U. Chong, Trustee, six hundred
and forty shares;; George NJ. Chan, forty
shares; Wallace Bat Yut, twenty shares.
FRANCIS P BURNS,
Notary Public.
/, the undersigned, Recorder Of Mort
cages in and for the Parish of Orleans.
state of Louisiana, do hereby certify that |
the above and foregoing Act of Incorpora-
ton, of the Oriental Restaurant Company,
Incorporated, was this day duly recorded
in my office, in Book 1868, folio -.
New Orleans, February Is. 1922.
(Signed): ROBT. SCOTT,
Deputy Recorder.
Feb. 23-Mch. 80