The herald., 1922-08-10

\ true copy:
) (SeaD: WILLIAM J. GUSTE,
Notary Public
July 27-Aug. 81.
CHARTER OF
GOLDSMITH COFFEE AND RICE
CO., INC.
i United States of America, State of
Louisiana, Parish of Orleans City of
New Orleans. Be ii known that on
this 9TH day of the month of July, in
the year of our Lord one thousand
nine hundred and Twenty-Five and of
OF America, the one hundred and forty
sixth, before me, William j. Guste, a
Notary Public duly commissioned and
! qualified in and for the above parish
and state, therein residing, and in the
presence of the witnesses hereinafter
named and undersigned, personally
whose names are hereunto subscribed,
who severally declared that, availing
themselves of the laws of the state
OF Louisiana: in such cases made and
provided, and more particularly of Act
261 of the General Assembly of the
state of Louisiana of 1914 relating to
the creation, organization and forma-
ton of corporations. they have coYen-
anted and agreed, and by these pres
ents 90 hereby covenant, agree and
bind themselves, as well as all other
persons as may hereafter become asso-
| ciated with them, to form corporation
for the objects and purposes under the
articles and stipulations following
which they hereby adopt as their
| charter, to-wit:
ARTICLE l. The name and title of
this corporation shall be Goldsmith
Coffee and Rice Company, Incorporated,
and under its corporate name it shall
nave power and authority TO have and
enjoy corporate existence for a period
| or nlnety-nlne years from date hereof
| unless sooner dissolved by liquidation
or otherwise. 1t shall have power to
4 aWaA hA a.
and 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:
to make and establish. alter and amend
bylaws, rules and regulations for it's
proper government, as may be deemed
necessary and proper for the extension
| of the business in which the corpor-
| alton is engaged.
ARTICLE II. The domieile of this
| New Orleans, Louisiana, and service or
process shall be made upon the Presi-
dent. or, in his absence, upon the
ISecretary-Treasurer.
ARTICLE III. The objects and pur-
poses for which this corporation is
organized and created, and the nature
OF the business to be carEied 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-
chandise and manufactured articles of
any nature whatsoever; to manufacture,
store, refine, transport and otherwise
deal in agricultural products, manu-
! featured articles or merchandise of any
nature whatsoever, and generally to
do and perform all things pertinent
} and proper execution of the objects
and purposes hereinabove mentioned
ARTICLE ~. The capital stock Of
the sum Of Fifty TS sGees fif 1Slla at
q 5O.OeO.0O), and shall be divided into
and represented by five hundred shares
OF common stock of the, par value Of
Said stock shall be paid for IN cash.
or for property, or services actually
rendered to the corporation, or other
and in such manner and at such time
and in such installments as may be
prescribed by the Board of Directors
This corporation shall become a
going concern and shah be authorized
to commence business as soon as fifty
per cent (5O%) of it's capital stock
shall have been subscribed, and fifty
per cent of all stock subscribed for
shall in fact have been paid for, either
in cash or its equivalent.
ARTICLE v. The capital stock of
this corporation may be increased to
the sum of One Hundred Thousand
| Dollars (S100.000.00) by vote of two
thirds of all the stock present or rep
resented at special meeting called for.
that purpose; or at a regular annual
stock issued by this corporation shall
be signed and counter-signed by the
| prACi6ant or IT,
The stock of this corporation can
be transferred only on the books os
the corporation, and subject to such
regulations and formalities as NAV be
by the Board of Directors from time
to time prescribed. No stakeholder
shall be permitted to sell or otherwise
dispose of hrs stock without first offer
ing the same in writing to the other
stockholders, through the Board of
Directors. at a price not exceeding the
book value thereof; and said stock
holders In proportion to their holdings
shall have an option and first right
to purchase, at the book value of such
stock on December 81, last preceding
all the shares of stock to be thus dis
of the stockholders, and shall have n
period of ten days in which to accent
or decline said offer. Should the stock
holders decline to purchase said stock.
then such stakeholder is at liberty to
sell or dispose of the stock, and may
DO so in any manner and at any price
ne 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,
II made. shall be void, and this cor
poration shall be under no obligation
to list said stock on its books or to
regard the holder of the certificate
| thereof.
ARTICLE VII. The corporate pow
ers of this corporation shall be vested
in and exercised by a board of not
| less than three nor more than six direc-
| tors at the option of the stockholders.
two to constitute a quorum when there
are three directors. three to constitute
quorum when there are more than
three and less than six directors, and
there be six directors. for the trans
action OF business. The directors of
the corporation may vote in person or
by written or telegraphic proxy at any
of the meefinga of the Roard of Diroc-