The herald., 1922-12-14
CHARTER
CHARTER OF U. s. NOVELTY AND
MANUFACTURING COMPANY, INC.

CHARTER OF U. S. NOVELTY AND
MANUFACTURING COMPANY. INC.
United States of America, State oil
Louisiana, Parish of Orleans, City of New
Orleans, BE ii known, that on this TWEEN
ty-sixth day of October, in the year OF
our Lord, one thousand, nine hundred
and twenty two, before me, Clarence de
Lucas a notary public, in and for the
duly commissioned, qualified and sworn,
personally came and appeared the parties
whose names are hereunto subscribed and
who declared that availing themselves OF
the laws OF this state and particularly Act
No. 267 Of 1914, relative to the organiza-
ton of corporations for any lawful pur-
pose or purposes, they have covenanted
and agreed, and do by these presents cove
nant and agree and bind themselves as
well as such other persons as may here
after become associated with them, TO
form themselves into a body polite In
law for the objects and purposes and un-
der articles, terms and considerations fol-
lowing, to-wit:
ARTICLE 1.-The name and title of this
corporation shall be "U. s. Novelty and
Manufacturing Company, Inc, and under
its corporate name 1t shall have power
and authority to have and enjoy success
sion for the term of ninety nine 1907 years
from the date hereof. To contract, sue
and be sued, to make and use a corporate
seal, and the same to break and alter at
pleasure, to hold, receive, lease and pur-
both real personal and mixed, and the
same to sell, mortgage, pledge, hypothe-
cate, lease or otherwise dispose of, to lend
any portion of its capital stock or income
from other sources or mortgage or other
security, to contract, make and indorse
bills Of exchange and promissory notes,
to issue bonds, to name and appoint such
officers and agents as the interest Of said
corporation may require, to make all
necessary bylaws for the proper man
agement of its affairs, to acquire stock
and bonds Of other corporations, to in
crease or diminish its capital stock, and
generally to do and perform In this state
or any other state all such things and
exercise such rights and powers permitted
by law to corporations.
ARTICLE 1.-THE objects and pur-
poses for which this corporation is or
ganized and the nature of the business to
be carried on by 1t are hereby declared
to be:
To conduct and carry on the business Of
manufacturing, buying, selling and deal
ing in and with textile fabrics. leather
goods and novelties of all kinds, orna-
ments, notions, fancy goods, devices,
ties.
ARTICLE III-The domiciIe OF this
corporation shall be in the City Of New
Orleans. Parish Ii ;. Of Orleans State Of
agencies throughout the United States of
America. All citations or other legal
process shall be served upon the presi-
dent Of said corporation or in the event
urere thereof
ARTICLE Iv-The capital stock of this
corporation shall be fifteen thousand dol
lars $15.000.00) to be divided into one
Of one hundred dollars each, which shall
be paid for in cash or equivalent, for
property, for labor performed or services
actually rendered. The amount to which
the capital stock Of this corporation may
be increased shall be the sum Of fifty
thousand dollars.
This corporation shall be a going con-
Germ and authorized to begin business as
soon as fifty per cent of the capital stock
said corporation.
The board Of directors shall have power
to issue full paid stock for property trans
ferred to said corporation or for labor
ARTICLE V-An the corporate pow
ers Of this corporation shall be vested in
and exercised by a board Of directors
composed of not less than three stock
stockholders at the annual meeting Of
the corporation, which shall be held on
the 18th day of January, 1923, Of each year
following. A majority Of the stock
holders shall constitute quorum for the
The officers of this corporation shall
De q president, vice. president and a Sec
rotary treasurer. provided, however, the
seer aSyt may be one officer
board Of directors from among their num-
Der; all directors and officers shall be
elected for term of one year, but shall
hold office until their successors are elect
Any vacancy in the board Of directors
or onicers from whatever cause shall be
filed from among the stockholders by the
remaining henderson, the board.
I'd N .L.n
power without reference to the share
holders OF the company: to buy, sell.
lease. mortgage, hypothecate, borrow, is
sue bonds. notes and pledges Of all kinds
generally to exercise all powers conferred
on this board of directors by these ar
ticles Of incorporation.
All elections shall be by ballot, each
the majority Of the votes cast shall elect.
AT all meetings each stakeholder shall
De entitled to one vote either in person
or by written proxy for each share of
STOCK standing In his name on the books
OF the corporation; provided that no stock
snail De voted at any meeting which has
Deen transferred upon the books within
thirty days prior to the said meeting.
NO stockhoIder may sell. assign. or
less thirty days previous notice in writ
ing OF such intention to sell, assign or
transfer said stock be given to the COM
pany previous to said sale, assignment or
transrer, and upon such notice the board
OF directors shall have the right TO mr.
chase the stock at its book value by re-
Terence to the balance sheet Of the last
s ss year, upon failure of the board Of
directors to pass resolution before the
respiration Of thirty days to purcha se
AID stock at It's book value. said stock
nay De sold in open market
ARTICLE VINO stakeholder shall ever
De held liable for the contracts, faults or
ueots OF this corporation, nor shall any
the effect Of rendering this charter void
or or exposing a stakeholder to any liza,
bility beyond the unpaid balance due ON
the shares owned by him.
ARTICLE vII-The first board Of d.
rectors shall consist Of John Bebrend.
president, whose post Office address "a
1911 Sycamore Street. New Orleans. Louis-
lana; Francis Il. Getcaell, secretary-
treasurer. whose post Office address is
los Seventh street, New Orleans, Louis
lana; and Hubert NJ. Ansley, vice-presi-
Louisiana Building, New Orleans. Louis
ARTICLE vIn-rhis act Of incorpora-
tion. may be changed, modified, altered
OF amended or this corporation may be
dissolved with the assent Of stockholders
owning three-fourths Of the stock of the
corporation present or represented at a
general meeting convened for that purpose
md after at least ten days written notice
- been given through mail. to each |
tockholder at his last known place or |
esidence. In case Of dissolution By the /
xpiration Of this charter or otherwise, /
he stockholders shall elect three liQuida-
rtfs