The herald., 1922-10-12
CHARTER.

be served on the Secretary.
ARTICLE III. The objects and pur-
poses tor which this corporation Is organ
lied and the nature of the business to
be carried on by IL are hereby declared
to be:
To buy. sell. ship. store. consign and
receiv" on consignment, import and eN
port. and generally deal i'll, either at
retail or wholesale, or as a broker or
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
OF a general brokerage aud jODOinc bust
ness and all other fOOdstufIs.
And generally to hold and exercise all
such incidental powers and privileges as
relate to the objects and purposes here
inabove set forth, or az 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 S30OOO.OO,
which capital stock may be increased in
the manner provided by law to the sum
| Of SlOOOOOO0
| The presently authorized capital stock
| of this corporation shall consist of 800
1t shall be represented by certificates
| shall be full paid and worcestershire
when issued, shall be issued only for
! labor done, or for property actually re
1
| employees, or in lieu Of cash dividends,
when and as said dividends shall have
! become accrued, or for cash 10 he paid
| at such times and in such amounts and
after such notice as may be determined
! 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 stockhOlder may sell,
assign or transfer his stock in this cor
pOration without giving 10 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 80 days from the delivery OF
such notice to the Secretary Treasurer 10
purchase all or any part of tn" stock OF
such stakeholder for cash at the market
value thereof, after which 80 days the
said stock may be sold without rcstric-
ton.
Other stockholders desiring to pur-
chase stock under this article must in
due time give notice Of such desire ia
the Secretary-Treasurer of this corpora
ton. 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
ment of stock in this corporation shall
be valid until and unless opportunity to
purchase such stock has first been given
in the manner bereinabOve provided tC
the other stockholders of this corpora
ton. and this right so vested in the
other stockholders shall follow into any
hands into which II 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 stocl
is rendered for transfer on the books OF
such stock shall be made on the books
of this corporation during the pendency
of said 90-day period.
ARTICLE VI. All OF the corporal,
powers OF this corporation and the man
agement OF its affairs shall be vested II
and controlled by a Board of Directors
composed of three go stockholders. ex
cept that the officers Of this corporation
shall have and exercise the power granteA
To corporate officers Of Section 16 of Ac
267 of 1914.
majority Of the Board Of Director
i shall constitute quorum for the trans
/, action Of any and all business, and
t majority vote Of the quorum present a
acts, within the scope. authority an
power Of the Board of Directors.
Said directors shall be elected annuall
on the first Monday in October of eacl
, in October, 1923. and such directors $
! elected shall hold office for one year o
until their successors shall be duly elected
= qualified and installed. Failure to cleo
not dissolve the corporation, but tn
: directots then in office shall hold owe
until their successors are duly elected
qualified and installed.
. Each stakeholder OF record on the book
Z Of said corporation shall be entitled
q cast at the meeting of stockholders 10
the election of directors. either in perso
. or by proxy, one vote for each share q
votes cast at such meeting shall elect Q
, decide any other question before IL.
4 All meetings OF said stockholders Q
. directors shall be held at the domicil
: | OF the corporation, except with the writ
: ten consent OF all directors: valid mee'
= ings of directors may be held outside
!. the state. or in the state, elsewhere tina
q at its domicile.
Any vacancy occurring, for any caus
II in the Board Of Directors, between II
vided for, shall be filled by the remair
ing members Of the Board Of Director
Immediately after the annual electio
, Of directors they shall meet ana ele'
/, from their number a President. one {
more Vice Presidents. a Secretary, and
Treasurer. but which two latter office
may be combined in one and the sam
, person The duties of such officers sha
to which they are elected. and such 9
may Re provided for in the bylaws. {
as may be designated by the Board
Directors at any regular or special NEE
II ing.
" Until the first annual meeting Of II
h stockholders for the election Of the dire,
n tors. to be held on the first Monday
d October. 1923. Vincent Castigliola, JOSEF
T. Pellegrini and John Weyman shall con
= pose the first Board Of Directors, WI
v shall serve until the first election OF u
> directors or until their successors are du
l. elected, qualified and installed; and unit
? that time Vincent Castigliola shall
4, President; Joseph Pellegrini, vice-Pres
o dent, and John Weyman, Secretar!
i ARTICLE VII. This charter may ,
Is solved in the method and manner pr
al vided by law.
)r ARTICLE VIII. No member OF tn
p corporation shall ever be held liable
d responsible for the contracts or faults
@ this corporation !n any further sum tbs
IS the unpaid balance for his stock SUI
In scription. nor shall any mere informali
a In organization have the effect Of reade
DR. ing this charter null or Of exposing
lie member to any liability than as abo
z, provided.
Thus done and passed in my office
80 the city Of New Orleans. Louisiana,
r. the day and date first hereinabove wri
"A ten, in the presence Of J. Myhand al
~ r. Turegano. competent witnesses. WI
~ hereunto sign their names with said
IN bearers and me. Notary, after due rea
9 ing Of the whole.
= Original signed: V. Castigliola. ]
=. shares. New Orleans; Jos. Pellegrini,
IL shares. New Orleans; John Weyman,
~ : shares. New Orleans.
~ Witnesses: p. Turegano, J. Myhand