The herald. [volume] (New Orleans, La.) 1905-1953, 1922-02-02
CHARTER OF WOLFF \ LAZiRD
CO., INC.
Jan. 10 Feb. %

United States Of America. state OF
louisiana Parish of Orleans. city OF
New Orleans Re il known that on this
! oath day of December, 1921, in the year
/ of our Lord. one thousand nine hundred
| twenty-one before me, GABRIEL FER
! NANDEZ, JR, Notary Public. duly
commissioned and qualified in and for
| the Parish of Orleans, State of Louis
! lana. therein residing. and in the presence
of the witnesses hereinafter named and
/ undersigned, personally came and APP
| pcared the several persons whose names
! are hereuntO subscribed, who Seyerally
declared that. availng themselves of the
/ laws of the State Of Louisiana relative
| to the organization Of corporations. and
! especially Act 261 Of the General Assem-
| bly, for the State of Louisiana for the
year 1914. they do by these presents.
| for themselves and their successors and
assigns. form themselves into a corpora
| ton and body polite in law for the pur-
poses and objects and under the articles
| and stipulatiOns hereinafter set forth
| ARTICLE j. The name of this cor
poration shall be WOLFF & LAZARD
CO, INC, under which corporate name
it shall have corporate existence and
| succession for the term of ninety-nine
years, from and after the date hereof
| IL shall have power to sue and he sued,
to contract, purchase, lease, mortgage,
pledge, ALLEVIATE and cucumber real estate
and personal property, and generally to
exercise all power and authority con
WIFI the purpose OF It's OrSanl-
| cation or incidental thereto. and all the
power and authority conferred on cor
| porationS by the laws of this State.
ARTICLE H. The purposes for which
this corporation is organized are to buy,
sell, manufacture and deal in all sorts
of electrical supplies and automobile ac-
cessories, automobiles and machinery OF
all kinds, both for its own account and
on commission, and generally to do all
things necessary and incident to the bus
mess have
authority to carry on all or parts of its
business in other states, territories and
possessions of the United States, as well
, as all foreign countries.
ARTICLE III. The domicile of this
r corporation shall be in the City OF New
r Orleans. Louisiana. Citation of all legal
I served upon the President of the corpor-
/ alton, and in his absence on the Vice
. President.
ARTICLE ". The capital stock of
: this corporation Is hereby fixed at the
sum of S25,000.00, divided into go shares
of 500 90 each, but the corporation shall
\ than one-half thereof has been sub
scribed. This may be increased TO
e s1O0,OO0.00. All stock shall be paid for
3, Should Allan L. Wolff or Jules c.
e Lazard sell his stock and sever his con-
nection with the corporation, the charter
shall be amended so as to omit the name
of the Withdrawing stakeholder.
T ARTICLE V. All the powers of this
e corporation shall be vested in a Board
!, of Directors composed of not less than
The said Board shall be elected annu-
: ally, on the first Tuesday after the first
e Monday in the month of January Of each
year. except the first Board, which Is
s provided for in this charter.
n At the annual election held for the
y election of directors each share shall be
Is entitled to one vote, which may be cast
IA in person or by written proxy.
n The. failure to hold such meetings shall
N not terminate the corporation, but the
h officers then in office shall hold over
O. until their successors are elected and
~ qualified.
N The first Board of Directors shall con-
" sit Of Allan l.. Wolff, 1922 Aline street.
,e New Orleans, La; Jules c. Lazard. 1I27
j. Peters avenue, New Orleans, La; Charles
% Levy, sos Magazine street, New Orleans.
3 Each Board of Directors shall annually
,r elect from their midst President, Vice
~ President, Treasurer, and Secretary, and
~ it may combine the office of treasurer
- with that of the President, Vice President
y; y; or the Secretary, and IL may elect AZ Sec
q rotary who need not be director or
=, - stakeholder, but such Secretary cannot be
u ARTICLE VI Not less than fifteen
Cnu | Q5) days notice shall be given for all
~ regular stockholders meetings, and not
OF less than five 90 days notice for special
ID hold regular special meetings at such
es times and upon such notice as T.
e, time which the said Board may fix. Al
OF notices OF meetings of all kinds shall
C. be by written notice through the post
&c office, addressed to the respective stock
40 holders at the address given to the See
on rotary by each stakeholder, or the notice
o. may be delivered by messenger.
on ARTICLE VII. This act Of lncorpor
an alton may be changed, modified oil
altered, this corporation may be dis
ne solved, with the assent of two thirds o.
IN the stock present represented at
Is meeting convened for that purpose.
so ARTICLE VIII. No stakeholder shall
ut ever be held liable or responsible for tn
Or, contracts and faults of said corporation
,es in any. further sum than the unpaid bal
M ance due on the shares of the stool
he owned by him; nor shall any mere In
Ter formality in organization have the effec
all of rendering this charter null or expos
Tes ing the stockholders to any liability
nd beyond the amount of his unpaid stock
nd ARTICLE TX. Whenever this corpor
es. alton is dissolved either by limitation o
nd time or by the determination of tn
irs stockholders, its affairs shall be liquidat
it'll ed under the supervision Of two q
uh liquidators, to be appointed for that pur
nd pose at a general meeting Of the stock
the holders convened after ten 10) day
of notice.
the At such meeting to consider the liqu
or dation Of the corporation, the result sha
or be determined by the consent Of tw
d. thirds Of the stock present or repr'
ra- scented at such meeting. In case Of II
me death or inability to act of one Of Il
ons liquidators, the survivor shall act alon
mus zone anu pIsbeu IN my ONCE
on said City of New Orleans, on the da
be month and year first hereinbefore wri
full ten, in the presence of Justin V. We
yer and NJ. A. Cakes, both OF lawful age al
,or- residents Of this parish, competent wi
rty nesses, who signed hereto with the sa
or appearers, and me, notary, after d
hat reading Of the whole.
ma Original signed:
in JULES c. LIZARD,
. 45 shares New Orleans,
nsi CHARLES LEVY,
ard 40 snares, New orleans, L
As shares, New Orleans, !
,ua, Witnesses signed:
Jar JUSTIN V. WOLFF,
fed w. ~ 0nnLo' ,,,,n,-.~,rr, ~
the "aDhinh nhANA s-i' . y,
ton An. ., N -No.aiy Iupnc
9sSe cages in and for the Parish of 0rlea
eph 49, az, La' < ~ ~
corporation of the WOLFFN& LAZAI
ia ga, CO.. INC. was this day duly record
NJ. In my office in Book 1858, folio 403.
Wv New Orleans, Dec. 20, 1921.
w (Signed) ROBT. SCOTT.
W Deputy Recorder
NJ. A true copy Of the original.
IL GABRIEL FERNANDEZ, JR,
.h Ne Jan. 12-Feb. 10 Notary Public