The herald. [volume] (New Orleans, La.) 1905-1953, 1922-05-11
CHARTER.
CHARTER OF
BAUERLEIN. INC.

Louisiana, Parish of Orleans, City of
New Orleans. BE it known that on this
18th day of April, 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-
RUDOLPH J. WEINMANN, a Notary
Public, duly commissioned and qualified
in and for the Parish of Orleans and
State Of Louisiana and in the presence
of the witnesses hereinafter named and
undersigned, personally came and APP
peared the several persons whose names
are hereuntO subscribed, who declared
that, avaiing themselves of the provi-
siOns of the Constitution and laws OF
the State of Louisiana, relative to the
organization and formation of corpora
tions, they have cOvenanted and agreed
and do by these presents covenant and
agree and bind themselves, their success
sOrs and assigns, and such persons as
may hereafter become associated with
them, to form and constitute a body
polite in law and corporation for the
purposes and objects and under the stip-
ulations and conditions hereinafter set
forth and expressed, which they hereby
adopt as their charter or articles of in
corporation, tO-wit:
ARTICLE /. The name and title of
this corporation shall be BAUERLEIN,
INC, and under such name it shall have
and enjoy succession for ninety nine (99)
power in the prosecution and for the
purposes of its business hereinafter
defined; to contract, sue and be sued /;
to acquire, lease, use and hold, ALLEVIATE,
mortgage, pledge or otherwise cucumber
any property, movable or immOvable, in
and out of the State of Louisiana; to
issue its bonds or other evidence of in
debtedness and to secure the same by
pledge, mortgage or otherwise; and to
purchase or otherwise acquire the stocks
and bonds of other corporations to
appoint or elect such directors, officers
manager, agents or other employers as
the interest or convenience of its bust
ness may require; to make, amend or
repeal at pleasure such bylaws, rules
and regulations touching the manage
ment of the affairs or business or the
exercise of the powers of this corpOr-
alton, as may be necessary or convenient
to increase or diminish its capital stock
to adopt a corporate seal, and the same
to make, break or alter at will; and
generally for the purposes and objects |
OF its business to exercise all the rights |
and powers permitted by law to cor |
porations.
ARTICLE II. The domicile of this |
corporation shall be in the City OF New |
Orleans, State Of Louisiana, and all cita-
ti0ns and other legal process shall be |
served upon the President; and. in his |
absence, upon the Secretary of this cor
poration.
ARTICLE III. The objects and pur-
poses for which this corporation is
organized and the nature of the business
to be carried on by it are hereby de-
eral advertising agency business; to
carry on the book selling and publish
ing business in all its branches, both
as principal and agent; to operate print
ing and publishing plants, and to fur
Their undertake and transact all kinds
Of agency business which an individual
may lawfully undertake, and generally to
do and perform all such business as
may be necessary for or incidental 10
the objects aud purposes herein men
toned, as fully as If set forth herein.
ARTICLE ". The capital stock OF
this corporation is hereby fixed at Ter
Thousand Dollars ($l0O00OO), divided
into One Hundred Shares of One Hun
dred Dollars (slOOOO) each, payable in
cash, or its equivalent, as may be deter
mined by the Board of Directors.
The corporation is to be a going con-
Germ as soon as Five Thousand Dollars
($5,O00.O0) Of its capital stock shall have
been subscribed for.
The amount to which the capital stock
Of this corporation may be increased Is
hereby fixed at One Hundred Thousand
Dollars (S100,00000).
All transfers Of stock of this cor
poratiOn shall be entered on the stock
4
manner be binding on this corporation
until registered in its stock book.
No stakeholder shall have the right to
sell his stock on the market without
having offered it. in writing, at its book !
Talue, to the directors of this corpor-
ition thirty days previous to the con- :
emplated sale Of the said stock, and I
Z the directors Of this corporation, when
aid stock is offered to them at its book I
'alue, desire to buy it, the corporation q
hall hara hn fnhf 20 do tha
hase shall be made on behalf Of the {
corporation and the stock shall then and }
here become treasury stock to be dis !
,osed of as the Board Of Directors shall c
determine. 4
A notice of the obligation so to offer
he stock to the corporation shall be
printed across the face Of each certificate
Il stock.
ARTICLE v. All of the corporate :
'owers of this corporation shall be =
ested In and exercised by Board OF .
Directors. composed Of three stock
folders, two of whom shall constitute =
quorum in the transaction of business,
which said directors shall be elected at .
general meeting Of the stockholders
4 this corporation, to be held on the =
rst Monday in December Of each year. q
nd notice of said election shall be !,
PREVIOUS to said election and sent to =
he last known address Of each Of the =
as shown by the books of .
he company. The first meeting of the =
tockholders under this charter for the =
purpose Of electing a Board of Directors =
hail occur on the first Monday Of De- u
ember. 1922.
The said Board Of Directors, at its 1,
rst meeting after each annual election, a
hall elect from its number a President, o.
Treasurer, and Secretary. The offices il
Z President and Treasurer may be COM Al
lined In one person. 81
The following stockholders shall con- ri
titute the first Board Of Directors OF C
his company, to-wit: George w. Bauer
lin, Hotel Grunewald. New Orleans. La u,
Ienry Pickett, withers, Lake Forest, IL
H.; John Dymond, Jr., 1907 Maison b,
lanche Bldg, New Orleans, La, who 10
hall hold their office until the first
[onday Of December. 1922, and until ar
heir successors shall have been elected OF
nd qualified OF these the said George al
7. Bauerlein shall be President and NJ
and the said John Dsmond or
r. shall be Secretary. r.
A failure from any cause to elect | -
irectors on the day stipulated shall not IN
issolve this corporation, but the officers Nj
nd directors then in office shall hold an
YER until their successors shall have Oh
cen duly elected and qualified. And in Va
ne event Of any failure to hold an cleo no
on the day stipulated, the President ="
ii call new meeting on ten days On
Dtice thereafter, or as near thereafter. N,
, as soon thereafter as practical. 7,
All vacancies occurring in the Board On
Directors shall be filled by the re- 81
'aining directors for the unexpired Ie,