The herald. [volume] (New Orleans, La.) 1905-1953, 1922-09-28
CHARTER.

be served on the Secretary.
ARTICLE III The obja'ts and pur-
poses for which this corporation Is organ
lied and the nature of the business to
be carried on by ii are hereby declared
to be:
To buy. sell. ship. store, consign and
recriv" on consignment. import and
port. and generally deal in, either at
principal, eggs, fish. fruits. produce, vege-
tables, poultry, ducks. rabbits. wild game.
and all kinds and manner of perishable
and all other food products, and TO carry
Oh general brokerage and jobping busI-
ness and all other foOdStuf1s.
And generally TO hold and exercise all
such incidental powers and privileges as
relate TO the objects and purposes here
inahove set forth, or as may be neces-
Sary, useful or convenient for effecting
, SAID objects and purposes, or any OF
them.
ARTICLE " The authorized capital
stock OF this corporation is hereby fixed
at and declared to be the sum of $50 90,
which capital stock may he increased in
tn" manner provided by law to the sum
Of 500 10000
The presently authorized capital stock
of this corporation shall consist of 800
shares OF the par value of $4,000 each.
IL shall he represented by certificates,
shall be full paid and worcestershire
when issued, shall be- issued only for
! labor done. or for property actually re-
employees. or in lieu ~ cash dividends
when and as said dividends shall have
| become accrued or for cash TO be paid
at such times and in such amounts and
/ by the Board Of Directors, and shall he
! personal property. No transfer OF said
capital stock shall be binding upon this
| corporation unless made in accordance
with its charter and bylaws and re-
! corded on the books thereof.
ARTICLE V. No stakeholder may sell
| assign or transfer his stock in this cor
! Poration without giving TO the other
| stockholders, through the Secretary
Treasurer OF this corporation notice in
writing Of such intention, and the other
stockholders shall have the right for a
period of 90 days from the delivery OF
| such notice to the Secretary Treasurer TO
purchase all or any part Of tn. stock of
such stakeholder for cash at the market
value thereof, after which 30 days the
said stock may be sold without rcStric-
| tiOn.
Other stockholders desiring to pur-
chase stock under this article must in
| due time give notice of such desire to
the Secretary Treasurer of this corpora
tion: In the event that the other stock
| holders offer to buy more stock than is
| offered, stockholders Offering to buy shall
/ be entitled to buy the offered stock In
equal proportions Of the amount of stock
| offered for sale.
No sale or other transfer or assign
/
| be valid until and unless opportunity to
purchase such stock has first been given
| in the manner hereinabove provided to
| the other stockholders of this corpora
tiOn. and this right vested in the
other stockholders shall follow into any
| hands into which IL may pass any stock
| sold, transferred or assigned without such
| opportunity being given. and may be ex-
| CrciSed against the holder or holders
| thereof within 90 days after such stock
| is rendered for transfer on the books of
such stock shall be made on the books
| of this corporation during the tendency
of said 9O-day period.
/ ARTICLE VI All of the corporate
! powers Of this corporation and the man
! agcment of its affairs shall be vested in
! and controlled by n Board of Directors.
! composed OF three go stockholders, eX-
1 cept that the officers of this corporation
| shall have and exercise the power granted
10 corporate officers Of Section 10 of Act
90 of 1914.
| \ majority of the Board of Directors
shall Constitute a quorum for the trans
action of any and all business and n
4 ma jOrity vote of the quorum present At
acts, within the scope authority and
power of the Board of Directors.
Said directors shall be elected annually
on the first Monday in October Of each
year. commencing with the first Monday
in October, 1928. and such directors 50
elected shall hold office for one year or
until their successors shall be duly elected
qualified and installed. Failure to elect
| directors at any annual meeting shall
not dissolve the corporation, but the
directors then in office shall hold ovei
until their successors are duly elected
qualified and installed.
Each stakeholder Of record on the books
of said corporation shall be entitled &c
cast at the meeting of stockholders fol
the election of directors. either In person
or by proxy, one vote for each share OF
| stock held by him, and majority OF the
votes cast at such meeting shall elect OF
decide any other question before II.
All meetings or said stockholders or
directors shall be held at the domicile
Of the corporation, except with the writ
ten consent of all directors; valid meet
inss of directors may he held outside OF
the state. or in the state, elsewhere than
at it's dOmicile.
Any vacancy occurring, for any cause
in the Board of Directors, between the
dates Of the annual meetings herein pro
vided for, shall be filled by the remain
ing members of the Board of Directors
Immediately after the annual election
| of directors they shall meet and elect
from their number a President. one OF
more Nice-Presidents a Secretary, and 9
Treasurer, but which two latter offices
may be combined in one and the SANE
person. The duties of such officers sbal
he such as usually pertain to the position
| to which they are elected. and such rs
may re provided for in the bylaws, OF
as may be designated by the Board OF
Directors at any regular or special meet
ing.
Until the first annual meeting of the
stockholders for the election of the direc
tors, to be held on the first Monday In
October. 1923, Vincent CastigliOla, Joseph
Pellegrini and John Weyman shall com
pose the first Board Of Directors, who
shall serve until the first election of th'
directors or until their successors are duly
elected, qualified and installed: and unit
that time Vincent Castigliola shall b.
President; Joseph Pellegrini, Vice-Presi
dent, and John Weyman, Secretary
ARTICLE VII. This charter may b,
amended or this corporation may be dis
solved in the method and manner pro
vided by law.
ARTICLE VIII. No member OF thii
corporation shall ever be held liable OF
responsible for the contracts or faults o.
this corporation in any further sum thar
tho unpaid balance for his stock sub
scriptiOn. nor shall any mere infOrmalit!
In organization have the effect Of render
ing this charter null or Of exposing
member to any liability than as abov,
provided.
Thus done and passed in my office a
the city Of New Orleans. Louisiana, oil
the day and date first hereinabove writ
ten, in the presence of J. Myhand anC
Il. TureganO, competent witnesses wit
hereuntO sign their names with said ap
bearers and me, Notary, after due read
ing Of the whole.
| Original signed: v. Castigliola. -
shares, New Orleans; Jos. Pellegrini, II
shares New Orleans; John Weyman, Il
shares, New Orleans
Witnesses: Il. Turegano. J. Myhand.
RORERT II RAMOS