The herald., 1922-03-23
CHARTER.
CHARTER OF THE DOLORES CIGAR
COMPANY, INCORPORATED.

W
commissioned and qualified in and for
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
cOvenanted 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 a 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.
where, by said name, it shall have and en-
| 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 its government
| and operation, as ii 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-
tiOn 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
gage real estate and personal property !;
| 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, 10 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 Iy-An 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
the vice-president at the domicile OF said
Corporation. as herein fixed.
ARTICLE V-The capital stock of this
| corporation is hereby fixed at the sum OF
ten thousand dollars (Sl0OO0O0l, TO be
! represented by one hundred llOO) shares
, of the par value of one hundred dollars
(S1O0O0) each; provided that the corpora
ton may become going concern, and be-
! gin to transact business, as soon as one
half of its said capital stock has beer
subscribed for. No stock shall issue untl
fully paid for in cash, in property, IL
III
! consideration; and all property transferred
! to the corporation in payment of stool
issued by il shall be listed and appraised
as equired by law.
: poration shall be vested in board of di
rectOrs. composed of three stockholder
81, except that the officers of said cor
poration shall have and exercise IN,
powers granted to corporate officers b!
!. Section IS of Act No. 261 of 1914 ma
3 jority of the board of directors shall con
4 | stitute a quorum for the transaction of al
i | business, and a majority vote OF IN
! | quorum present at any meeting shall b
a valid and corporate acts.
Said directors shall be elected annual
e ly on the first Monday of January OF eacl
= year. except when said date shall fall OF
a a Sunday or other legal holiday, in whicl
!, event. said election shall be held on IN
A day following. or as soon thereafter a
= practicable, and they shall hold ONCE 10
i a term of one year or until their success
;. sors shall be elected and qualihed.
: Each stakeholder of record on the book
"a of said corporation shall be emitted I
> cast at such meeting, either in person 0
by proxy. one vote for each share OF stoc
p held by him, and a majority of the vote
> cast at such meeting shall elect, or decid
In any question before 1t. All meetings
rs said stockholders or directors snail o
~ held at the domicile of the corporation
- except with the written consent Of
4. the directors, valid meetings of the boar
of of directors may be held outside the star
in no elsewhere than at ii
a. domicile. 1870
A in the board of directors, between n
be- dates Of the annual meetings herein pr
az vided for shall be filed by the remail
a ing members of the board Of director
n Immediately after the election OF tne
ID rectors, they shall meet and elect ITO
r. their number a president, a vice presidei
p and a secretary treasurer, provided I'M
h. any two or more of said offices may
of consolidated and held by the same dlre
d. tor. The duties Of the said onicers .,s shs
az be such as Usually pertain to the position
~ TO which they are elected. and as SUE
n may be provided for in the oy,ia
n as may be designated by the board
"a. directors at any regular or speciai niee
nv The first annual meeting of stockholde
~ shall be held on the first Monday In ia
ST uary, 1923. subject to the foregoing pr
H. visions Until that time, the folloWli
a. shall act as the board of directors:
~ Truman Woodward, Emile f. Suarez, al
Frank d. Franklin. Until said date,
an until their successors are elected. the sa
re- NJ. Truman Woodward shall be presider
on. the said Emile l.. Suarez. vice-presloei
zee and the said Frank ID. Franklin seer
ty tary-treasurer. a,
ed ARTICLE VII-The capital STOCK OF tn
no CORPORATION may be increased up 70
on hundred thousand dollars (Sl00OOoW
nd and TO such amounts, from time TO tln
ID as NAV be deemed necessary by the dire
al TORS TO carry on the business, proyid
he that any increase shall be made by vc
nd OF not less than two-thirds of all OF
X standing stock; and provided further On
notice of such meeting TO increase
all capital stock. or decrease the same IN
Its cordance with law. shall be gwen as p'
all yided BY law. This charter may
ion amended or altered, in any respect
en- complying with the laws Of the state
nv lative to the amendment OF charters,
aid force at such time such amendment Is G
his templated.
ARTICLE vIII-This corporation m
Di- be dissolved either by limitation or otn
red wise and when dissolved, its affairs sh
m be liauidated by two commissioners eie
hey ed from the stockholders, which nquit
p tors SHALL IL required by the holders
Or not less than twenty five per cent 90
An of the outstanding stock, furnish DO
not greater than the appraised value
Or. the assets of the corporation. Said liz
rst dators shall remain in office until the
or fairs of the corporation shall be fully
hall tied and liquidated, with full power
lied authority to do any and all acts or thii
ait | necessary or proper or conferred by