The herald., 1922-02-16
CHARTER OF WOLFF 4 LAZARD
co INC
Jan. 10 Feb. %

'HAhIEK OF WOLFF LAZARD
CO., INC.
United States of America. State of
Louisiana. Parish of Orleans, City OF
New Orleans. BE 1t known that on this
| 2ith day of December. 1921, in the year
| or our Lord. one thousand nine hundred
twenty-one. before me. GABRIEL FER
| NANDEZ, JR., Notary Public duly
commissioned and qualified in and for
| the Parish of Orleans State of Louis
lana. therein residing. and in the presence
| or the witnesses hereinafter named and
undersigned. personally came and ap-
| peared the several persons whose names
are hereunto subscribed. who severally
! declared that availng themselves of the
laws of the State of Louisiana relative
to the organization Of corporations and
| especially Act 267 of the General Assem-.
| bly Tor the State of Louisiana for the
year 1914. they do by these presents
| for themselves and their successors and
| assigns, form themselves into a corpora
ton and body polite in law for the pur.
poses and objects and under the articles
| and stipulations hereinafter set forth.
ARTICLE /. The name II this cor
poration shall be WOLFF & LAZARD
%, INC, under which corporate name
II shall have corporate existence and
succession for the term of ninety-n nine
years, from and after the date hereof
IL shall have power to sue and be sued
70 contract purchase, lease. mortgage
and personal property, and generally 70
exercise all power and authority con-
nected with the purpose of its orpani.
cation or incidental thereto. and ali the
power ana authority conferred on cor
poratlons by the laws Of this State
ARTICLE III. The purposes for which
this corporation is organized are to buy,
sell, manufacture and deal in all sorts
OF electrical supplies and automobile ac-
eess3rles, automobiles and machinery of
al KINDS, both for its own account and
on commission. and generally to do all
things necessary and incident to the bus.
mess OF the corporation, and it shall have
authority TO carry on all or parts of its
possessions Of the United States, as well
as all foreign countries.
ARTICLE III. The domicile of this
corporation shall be in the City of New
process and other legal notices shall be
served upon the President of the corpor-
alton, and In his absence on the Vice
President
ARTICLE Nv. The capitaI stock NJ
this corporation is hereby fixed at the
sum Of $25,O0O.00, divided into $50 shares
or SlOOOO each, but the corporation shall
than One-half thereof has been sub
scrlbed. This may be Increased 70
slOOOOO.Oo. All stock shall be paid for
In cash or property.
Should Allan L. woir or Jules C.
Lazard sell his stock and sever his con-
nection with the corporation the charter
shall be amended so as to omit the name
or the Withdrawing stakeholder.
ARTICLE V. All the powers of this
corporation shall be vested In a Board
OF directors composed OF not less than
three stockholders.
The said Board shall be elected anuu-
ally. on the first Tuesday after the first
Monday In the month of January of each
year: except the first Board, which is
provided for in this charter.
At the animal alaCtf0p haIf for
election Of directors each share shall be
entitled to one vote, which may be cast
in person or by written proxy.
The failure to hold such meetings shall
not terminate the corporation, but the
officers then in office shall hold over
until their successors are elected and
The first Board of Directors shall con-
sit Of Allan l.. Wolf, 1922 Aline street.
New Orleans. La; Jules c. Lazard, 1927
Peters avenue, New Orleans, La; Charles
Levy, sos Magazine street, New Orleans
La.
Each Board Of Directors shall annually
elect from their midst a President, Vice
PRESIDENT Treasurer, and Secretary, and
with that Of the President, Vice President
or the Secretary, and 1t may elect a Sec
rotary who need not be a director or
stockholder, but such Secretary cannot be
ARTICLE VI Not less than fifteen
Q5) days notice shall be given for all
regular stockholders meetings. and not
less than five (5) days notice for special
meetings. The Board OF Directors shall
hold regular special meetings at such
times and upon such notice as TO
time which the said Board may fix. All
notices Of meetings Of all kinds shall
be by written notice through the post
office, addressed to the respective stock
holders at the address given to the Sec
may be delivered by messenger.
ARTICLE VII. This act Of incorpor-
alton may be changed, modified or
altered, or this corporation may be dis
solved, with the assent Of wo-thirds of
the stock present or represented at a
meeting convened for that purpose.
ARTICLE VIII. No stakeholder shall
ever be held liable or responsible for the
in any further sum than the unpaid bal
ance due on the shares Of the stock
owned by him; nor shall any mere in
Of rendering this charter null or expos.
ing the stockholders to any liability
beyond the amount of his unpaid stock.
ARTICLE TX. Whenever this corpor.
time or by the determination Of the
stockholders. Its affairs shall be liquidat.
ed under the supervision Of two (2)
liquidators. to be appointed for that pur-
pose at a general meeting Of the stock
holders convened after ten (10) days
notice.
At such meeting to consider the IIqui.
uohoh VI Tue CoIpoIat1On, the result shall
be determined by the consent OF two
thirds Of the stock present or repre-
sented at such meeting. In case of the
death or inability to act Of one of the
hquidators, the survivor shall act alone.
Thus done and passed In my office In
SAID City OF New Orleans, on the day,
month and year first hereinbefore writ.
ten, In the presence Of Justin v. woln
ana M. A. Cakes. both Of lawful age and
residents of this parish competent wit
nesses. who signed hereto with the said
appearers, and me, notary, after due
reading Of the whole.
Original signed:
JULES c. LAZARD,
As shares, New Orleans, La.
CHARLES LEVY,
IS shares, New Orleans. La.
ALLAN L. WOLFE
w,,, IS shares. New Orleans, La.
JUSTIN v. WOLFF,
NJ A. CAKES.
GABRIEL FERNANDEZ, JR.
Notary Public.
1, 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 In
corporation Of the WOLFF q LAZARD
CO., INC. was this day duly recorded
In my office In Book 1858, folio 4o3.
New Orleans, Dec. %. 1921
(Signed) ROBT SCOTT.
true copy Of the original.
GABRIEL FERNANDEZ, JR.,
Saus 1Z-EeD. 10 Notary Public