The herald. [volume] (New Orleans, La.) 1905-1953, 1922-09-28
CHARTER.

and authority to contract. sue and TO be
sued 10 make, have and use corporate
! seal; to hold. receive, have, purchase, I'M
prove transfer. convey, sell. borrow,
/ pledge. mortgage, hyPothecate in It's said
corporate name property, real, Hcrsohai
and mixed to designate and appoint such
/ officers. directors. agents or servants as
/ the interest convenience of the COrpO-
! ration may require; to make and establish
such bylaws, rules and regulations Tor
I the management and regulation or ITS al
/ fairs as may be deemed necessary and
/ proper to amend and repeal the same at
! pleasure. and to do all and other acts
and things permitted by law, or as shall
or may be- necessary and proper TO carry
out the objects and purposes Of the said
corporation.
/ ARTICLE III-The domicile of this cor
} poration shall be in the City of New Or
! leans. Parish of Orleans, State Of Louis
/ lana.
! ARTICLE IV-The capital stock of this
/ corporation is hereby declared to be five
thousand dollars tSj eco O0D which may be
| increased To one hundred thousand dollars
/ 100000 Oul in the manner provided by
/ law. Said stock is divided into fifty (jOl
/ shares of the par value Of one hundred
dollars (Sl0oWl, each to be paid for as
! prescribed 10y law, or sooner at the dis
erection Of the board Of directors, and the
/ said stock shall he paid for in cash, or
may be issued at not less than par in pay
( ment or exchange for property received
/ OF purchased by said corporation in ac-
/ cOrdanCe with law.
The subscription of g. Schirmcr, Inc. 10
D forty seven t41 shares Of the capital
D stock of this corporation shall be- paid for
by the transfer to the corporation by said
4 q. SchirmeT. Inc. of all of the business
Of G.. Schirmer. Inc, now conducted in the
/ City of New Orleans, State of Louisiana,
! together with all the assets Of said huSi-
ness including merchandise, cash, inyen-
tory, bills receivable furniture, fixtures;
and chooses in action Of every Kind and
nature belonging to said business, which
hnG nd ha hn1
hercinahOve described, are hereby APP
praised by the board Of directors herein
after named. at the sum Of four thousand
seven hundred (Si.1O0 ND dollars, and in
consideration Of the transfer thereof TO
. this corporation the board of directors
hereof hereby authorizes the issuance 10
said G. Schermer Inc, of forty seven 40
shares Of fully paid capital stock of this
corporation. Of the par value of one hun
dred (sl0000l dollars per share.
Any stakeholder may sell or assign or
transfer his stock in the said corporation
provided thirty t3Ol days prior notice
thereof be given to the company. and the
board Of directors of this company shall
have the first privilege Of purchasing for
and in the name OF the company the said
stock; and in the event of the board of
directors refusing or ncglecting TO eNer-
else the option to purchase the said stock,
the same may be sold after said thirty
(30)' days notice In the open market.
The business and affairs Of this corpo-
ration shall be managed by and all Of its
corporate powers shall be vested in and
exercised by a board Of three directors to
he elected annually by the stockholders
from among their number. A majority
Of said board shall constitute a quorum
for the transaction of business.
The officers Of this corporation shall be
a president. p vice president, secretary
and treasurer. The president, vice
president and treasurer shall be elected
by the board of directors from among
their number The secretary shall also be
LII. a 4. 10 hoo I'D a fFaf fArE
need not be member of the board Of dt-
rectorS or a stakeholder Any two Of
said offices may be held by one and the
same person.
Until the first annual meeting herein
after provided for or until their success
sors are duly elected and qualified, the
following persons shall constitute the
first board of directors and officers Of
this cooperation: Ollie Gitz. No. 733 Canal
street, Isabelle VI. IIenSley. No 133 Canal
street, Henry Kronlage, No. 133 Canal
Street, with ollie Gitz, as president lSa-
belle NJ HenSley. as vice president and
treasurer, and Henry Kronlage as sccre-
tary.
This board Of directors shall continue in
office until the second Tuesday in the
, month of June 1928 on which date and
annually thereafter. their successors shall
be elected at a stockholders meeting con-
vened for that purpose, or until their sue
ceSsOrs are elected.
Notice of such election shall be given
by delivering personally or by dcpositing
% in the post office properly addressed to
each stakeholder. copy OF said notice
! of election at least fifteen u5) days be
fore such meeting, provided, however.
that such notice shall not be required to
be given to any stakeholder who shall In
writing waive notice thereof.
, The president shall preside at such an
nual meeting and any failure to elect d.
rectOrS on the day named for that purpose
shall not dissolve the corporation, but the
directors then in office shall continue un-
til their successors are elected, ana at
every election and meeting OF stock
holders. each stakeholder shall be entitled
to one vote for each share of stock regis
tered in his name either in person or by
, written proxy.
ARTICLE y-The board Of directors
shall have power to fill vacancies in their
number caused by death, resignation or
otherwise.
The said board shall have full control
of the property Of the company and shan
, conduct, manage and direct the business
, of the company consistent with the OBJ
tectS of the company.
The said board may appoint such man
ayers, assistants, agents and employees
as il shall deem necessary for conducting
,, and managing the business details of the
said corporation, and may from time to
time delegate such special powers and au-
thority as ii may deem necessary or ex-
pedient. and to fix their compensation and
terms Of service.
, | ARTICLE VI-This charter may be
: changed. modified or amended. the
, corporation dissolved at a general meet
; ing of stockholders convened for the pur-
pose, pursuant to law.
ARTICLE VII-The subscribers hereto,
? have respectively written opposite their
respective names and addresses the
amount Of the capital stock for which
they have subscribed, so that this act OF
: incorporation may serve also as the origi-
nal subscription list of the corporation
Thus done and passed Mt my nOtarial
office in the City of New Orleans, the day
and date herein first above written by the
Z parties whose names are hereuntO sub
! scribed in the presence of Lila l.. Dubuch
and Geo. McCullOch. competent witnesses,
' who hereuntO signed these presents. to
: gethcr with appearers and me, notary,
after due reading of the whole.
e Witnesses: (Signed) Lila l.. Dubuch.
Geo. McCullOch.
, ORIGINAL SIGNED
Ollie Gitz. l share, 1873 Canal Street.
New Orleans; Isabelle VI. Hensley, / share.
D 733 Canal Street, New Orleans; Henry
= krOnlage, l share, 1913 Canal Street. New
= Orleans; G. Schirmer. Inc, AZ shares.
New York City, by Henry KrOnlage.
(Signed) FRANK VIM. HART
Notary Public.
I. the undersigned Recorder Of Mort
cages, in and for the Parish Of Orleans,
do hereby certify that the above and fore