The herald., 1922-08-17

, tSeaD: WILLIAM J. GUSTE,
Notary Public
July 27-Aug. 81.
CHARTER OF
GOLDSMITH COFFEE AND RICE
CO., INC.
United States of America, State OF
Louisiana, Parish of Orleans, City of
New Orleans. BE il known that on
TINS 9TH day of the month of July, in
the year of our Lord one thousand
nine hundred and twenty-five, and of
the independence of the United States
OF America, the one hundred and forty
sixth, before me, William J. Guste, a
i Notary Public duly commissioned and
qualified i'll and for the above parish
ana state, therein residing, and in the
presence of the witnesses hereinafter
named and undersigned. personally
came and appeared the several parties
whose names are hereunto subscribed.
VINO SeNerally declared that, aVailine
themselves of the laws of the state
or Louisiana, in such cases made ana
provided, and more particularly of Act
-b' OF the General Assembly of <he
state OF Louisiana of 1914 relating to
the creation, organization and forIna-
tlOn OF corporations, they have coIen-
anted ana agreed, and by these pres
entS 90 hereby covenant, agree and
bind themselves, as well as all other
persons as may hereafter become asso-
clated with them, to form a corporation
Tor the objects and purposes under the
which they hereby adopt as their
charter, to-wit:
ARTICLE l. The name and title of
TINS corporation shall be Goldsmith
Cotfee and Rice Company, Incorporated,
and under its corporate name il shall
nave power and authority to have and
ENJOY corporate existence for a period
or nlnety-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
ana use corporate seal, and TO alter
and break the same at pleasure: to
hold, receive, lease, purchase transfer
assign, mortgage, hypothecate, pledge
or otherwise dispose of property, real.
PERSONAL or mixed, corporal and in
corporal; to issue bonds and, If de-
sired, TO secure same by mortgage; to
hold stocks in other companies; to
make and elect officers and directors:
10 make and establish, alter and amend
bylaws. rules and regulations for its
proper government, as may be deemed
necessary and proper for the extension
or the business in which the corpor-
ARTICLE II. The domicile of this
corporation shall be in the city of
New Orleans, Louisiana, and service or
process shall be made upon the Presi-
ACKNOWLEDGEMENTS.
ARTICLE III. The objects and pur-
poses for which this corporation is
organized and created, and the nature
of the business to be carried on by
1t are declared to be as follows:
To engage in and conduct a general
merchandise produce, commission, and
exporting and importing business; to
buy. sell, export. import and otherwise
deal in groceries. foodstuffs raw and
finished agricultural products, mer-
ohandise and manufactured articles of
any nature whatsoever; to manufacture
store, refine, transport and otherwise
deal In agricultural products manu-
raetured articles or merchandise of any
nature whatsoever, and generally to
do and perform all things pertinent
10 and incidental to the carrying out
ana proper execution of the objects
ana purposes hereinabove mentioned.
this corporation is hereby fixed at
the sum of Fifty Thousand Dollars
lS5O,OoO.OO), and shall be divided into
ana represented by five hundred shares
one Hundred Dollars each.
SAID stock shall be paid for IN cash.
or Tor property, or services actually
rendered to the corporation, or other
equivalent of cash as provided bv law
ana IN such manner and at such time
and in such installments as may be
prescribed by the Board of Directors. |
TINS corporation shall become |
going concern and shall be authorized |
to commence business as soon as fifty
per cent (50To) of it's capital stock |
snal nave been subscribed, and fifty |
per cent of all stock subscribed for !
shall in fact have been paid for, either
in cash or it's equivalent.
ARTICLE V. The capital stock of |
the sum of One Hundred Thousand /
Dollars (s100,000.00) by vote of two /
thirds of all the stock present or rep-
resented at a special meeting called for.
meeting of the corporation.
ARTICLE VI. All certificates of
stock issued by this corporation shall |
be signed and counter-signed by the
President nr
The stock of this Corporation can
be transferred only on the books OF |
the corporation. and subject TO such |
rresulations and formalities as may be
oy the Board of Directors from time
70 time prescribed. No stakeholder
shall be permitted to sell or otherwise
dispose ns use OF hrs stock without first offer
stockholders, through the Board of
directors, at a price not exceeding the
book value thereof; and said stock
noIders In proportion to their holdings /!
snail have an option and first right |
10 purchase, at the book value of such
stock on December 81, last preceding.
all the shares of stock to be thus dis
pc PSSse ed OF by sale or otherwise of any
OF the stockholders, and shall have a |
period OF ten days in which to accept |
or decline said offer. Should the stock.
holders decline to purchase said stock.
sell or dispose of the stock, and NAV
do so In any manner and at any price
he may deem fit.
Each share of stock is issued herein.
upon the condition and understanding
that no stakeholder shall sell or other
wise transfer his stock in violation
hereof. and any such sale or transfer,
4 made, shall be void, and this cor
Doration shall be under no obligation
70 list said stock on its books or to
'egard the holder Of the certificate
hereof.
ARTICLE VII. The corporate DOW
RS of this corporation shall be vested
n and exercised by a board of not
ess than three nor more than six direc-
ors, at the option of the stockholders.
wo to constitute a quorum when there
re three directors. three to constitute
quorum when there are more than
hree and less than six directors, and
our to constitute quorum should
here be six directors. for the trans I
ction or business. The directors of I
he corporation may vote in person or
y written or telegraphic proxy at any a
the meetings of the Board Of Direc- I
and fho Pnard ~