The herald., 1922-03-30
CHARTER.
CHARTER OF THE DOLORES CIGAR
COMPANY, INCORPORATED.


the Parish Of Orleans, State Of Louisi-
ana, and In the presence Of the witnesses
hereinafter named and undersigned, per-
sonally came and appeared the several
persons whose names are hereunto sub
scribed. who severally declare that, avail
ing themselves of the laws of the State of
Louisiana, relative to the organization of
corporations, and particularly Act No. 267
of the General Assembly of 1914, they have
cOvenantes and agreed, and by these pres
ents do covenant and agree and bind
themselves, as well as all other persons
who may hereafter become associated with
them, to form corporation and body
polite in law, for the objects and pur-
poses, and under the stipulations herein.
after set forth, which they hereby adopt
as the charter of this corporation.
ARTICLE THE name and style Of this
corporation shall be Dolores Cigar Com
pany, Incorporated, and its domicile is
hereby fixed at the City of New Orleans.
Parish of Orleans, State of Louisiana,
joy corporate existence and succession for
a period of ninety-nine years (S9) from
this date, unless sooner dissolved by law,
or in the manner hereinafter stipulated.
ARTICLE II-Under said name and
style, said corporation shall have the
power to contract to sue and be sued, to
make and use a corporate seal, the same
to alter, change or amend at pleasure; to
adopt, make and enforce such bylaws,
rules and regulations for it's government
and operation, as IL may choose not con-
trary to the laws of the United States,
the laws of the State of Louisiana, or this
charter; to employ, and fix the compensa-
ton of, such officers, employees, or agents
as the interests of the corporation may
require; to purchase, lease. hold, receive
hypOthecate, convey, sell, pledge or mort
to borrow money and to issue negotiable
bonds, bills or notes, or other evidences
of debt; and generally to do and perform
any and all other acts and things, neces-
sary and proper, or incident, to the sue
cessful operation and carrying out of the
business outlined in the objects and pur-
poses of this corporation, all according
to law, and as may be deemed necessary
and proper by the board of directors.
ARTICLE III-The objects and purposes
of this corporation are hereby declared
to be: To do a general cigar and tobacco
business. To buy, sell, handle, manu-
| facture, etc, cigars, cigarettes, and to-
bacco in all its forms, along with all in
cidentals and appurtenances necessary
to and a part of the tobacco business.
| And generally to do and perform any and
all other acts and things necessary and
| incident to the carrying of and operating
of a general tobacco business in all its
forms and with all its necessary incidents
and concomitants.
| ARTICLE Iv-Al citations and other
| legal process shall be served upon the
president of the corporation, or, in his
absence, upon the secretary-treasurer, or,
| in the absence of both these officers, upon
| Il
corporation, as herein fixed.
| ARTICLE V-The capital stock of this
| corporation Is hereby fixed at the sum of
| ten thousand dollars (S1O,0O0.00l, to be
represented by one hundred Q0OD shares
of the par value of one hundred dollars
($100.O0) each; provided that the corpora
ton may become a going concern, and be-
gin to transact business, as soon as one
! half of its said capital stock has been
subscribed for. No stock shall issue until
| fully paid for in cash, in property, In
valuable services, or for other valuable
consideration; and all property transferred
| to the corporation in payment of stock
issued by 1t shall be listed and appraised
| as required by law.
| ARTICLE VI-An powers of the cor
poration shall be vested in a board Of d.
rectors, composed of three stockholders
| 81, except that the officers Of said cor
poration shall have and exercise the
powers granted to corporate officers by
| Section IS of Act No. 267 of 1914. A ma
jority of the board Of directors shall con.
stitute a quorum for the transaction of all
business, and a majority vote of the
quorum present ut any meeting shall be
| valid and corporate acts.
Said directors shall be elected annual
| ly on the first Monday of January of each
year, except when said date shall fall on
a Sunday or other legal holiday, in which
event, said election shall be held on the
day following, or as soon thereafter as
practicable, and they shall hold office for
| a term Of one year or until their success
sors shall be elected and qualified.
Each stakeholder of record on the books
| of said corporation shall be entitled tC
cast at such meeting, either In person OF
by proxy, one vote for each share Of stock
held by him, and a majority Of the votes
cast at such meeting shall elect. or decide
any question before 1t. All meetings OF
said stockholders or directors shall b'
held at the domicile of the corporation
except with the written consent of al
the directors, valid meetings of the board
of directors may be held outside the state
or in the state. elsewhere than at 1T
domicile.
Any vacancy occurring, for any cause
In the board Of directors, between th'
dates of the annual meetings herein pro
vided for, shall be filed by the remain
| ing members Of the board Of directors
Immediately after the election of the di
rectors, they shall meet and elect iron
their number a president, a vice.presiden
any two or more Of said offices may b.
consolidated and held by the same direc
tor. The duties of the said officers shal
be such as usually pertain to the position
to which they are elected. and as sucl
may be provided for in the bylaws. o.
as may be designated by the board Q
directors at any regular or special meet
ing.
shall be held on the first Monday in Jan
uary, 1923, subject to the foregoing pro
visions. Until that time, the followinl
shall act as the board OF directors: NJ
Truman Woodward, Emile e. Suarez, ant
Frank ID. Franklin. Until said date, o
until their successors are elected, the sal,
M. Truman woodward shall be president
the said Emile L. Suarez, vice-presiden'
, and the said Frank ID. Franklin, secre
tary- treasurer.
ARTICLE vII-The capital stock Of thi
corporation may be increased up 70 on
hundred thousand dollars (S1OO,OO0O0)
and to such amounts, from time to time
as may be deemed necessary by the direc
| tors to carry on the business, provides
} that any increase shall be made by vot
Of not less than two-thirds Of all out
q standing stock; and provided further tina
notice Of such meeting to increase tn
capital stock, or decrease the same, In &C
) cordance with law, shall be given as pre-
vided by law. This charter may b
, amended, or altered, In any respect, b
complying with the laws Of the state r.
! lative to the amendment OF charters, ]
! force at such time such amendment Is cor
. templated.
ARTICLE vIII-This corporation ma
be dissolved either by limitation or othel
I wise, and when dissolved, its AFFAIRS sha
be liquidated by two commissioners, elec'
, ed from the stockholders, which liquids
. tors shall, II required by the holders
not less than twenty-five per cent (2oTo
Of the outstanding stock, furnish bon
. not greater than the appraised value {
: the assets Of the corporation. Said liqu
I dators shall remain in office until the al
: fairs of the corporation shall be fully sci
i tied and liquidated, with full power an
4 authority to do any and all acts or thing
!. necessary or proper, or conferred by Law