The herald. [volume] (New Orleans, La.) 1905-1953, 1922-03-02
CHARTER.

amend at pleasure such bylaws, rules
and regulations for the proper manage
ment and regulation of the affairs OF said
corporation as may be necessary and
proper.
ARTICLE II. The domicile of said
corporation shall be at New Orleans,
Parish of Orleans, State of Louisiana.
and all citations and other legal process
shall be served upon the President or SAID
corporation; or, in case of his absence,
upon one of the Nice-Presidents; or, in
the absence of all of these officers, upon
the Secretary of the corporation.
ARTICLE Ill. The objects and pur.
poses Tor which this corporation is organ
led and the nature of the business 10
be carried on by il. are hereby declared
TO be: To carry on and conduct the bus
mess of Wholesale merchants, dealers in
poultry. poultry and dairy products, and
all other products of every kind and
character whatsoever. including their by
products or combinations thereof, and to
do any and all business incident thereto
or connected Herewith, as well gen
| eral wholesale and jobbing mercantile
business.
ARTICLE ". The capital stock is
hereby fixed at Fifty Thousand Dollars
| 1850. 100000, divided into five hundred
| shares of the par value of One Hundred
| Dollars (SlOOOO) each. whereof fifty per
cent shall be subscribed and paid for
| before the filing of these articles of in.
| corporation All stock subscribed for
shall be paid for in cash or property
received. Each share of stock shall be
! entitled to one woe at all ELECTIONS and
| meetings. and entitled TO the same rights
and privileges as any other such share.
No stock shall be issued over and above
the shares subscribed for at the time of
the signing of this act of Incorporation
whether it be out of the balance of the
| capital stock herein provided for or out
of any increase of the capital stock with
| out first Offering it to the stockholders
| of record in the proportion of their hold
| fnsr- Oh. i OF ~
alton. The amount of the capital stock
| may be increased up to the amount of
| One Hundred Thousand Dollars $780,
| Oe0.OO) No stakeholder in this cOrpOr-
alton shall dispose of his holdings, or
any part thereof without first offering
the same TO the corporation at its book
value. and the corporation shall have ten
| QO) days within which to accept or re-
| jet the said offer.
| No stakeholder shall ever be held liable
or responsible for the contracts or faults
! of said corporation in any further sum
than the unpaid balance due on the
| shares of stock owned by him. nor shall
any mere infOrmality in organization
have the effect of rendering this charter
null, or Of exposing any stakeholder to
! any liability beyond the amount due OH
his stock
ARTICLE V. All the corporate powers
of this corporation shall be vested in
and its business and affairs managed by
| Board of Directors consisting of four
|
constitute a quorum for the transaction
| of business. Any varancy or vacancies
| in the Board of DsectOrs shall be filled
| by the remaining directors.
| The stockholders of this corporation
shall, within ten days from the signing
hereof. proceed to the election of a Board
| of Directors to consist of four MEM
bers. as we'll as the election of n
| President. .Sice-President. Secretary, and
Treasurer. which last two offices may
be held by one person. Annually there
| after the said corporation shall elect
from among its stockholders. on the sec
Ond Monday of January of each year. 4
| Board of Directors consisting of four
members. as we'll as a President, n Vice
| President and Secretary Treasurer. which
last two offices may be held by one per-
| son.
The first Board Of Directors and off
GERS to be elected under this charter shall
hold office until the second Monday in
January, 1923. or until their successors
are elected and qualified.
Failure TO elect directors on the day
above specified shall not dissolve the cor.
poration, but the directors then in office
shall remain in office until their success
sOrs are elected and qualified
ARTICLE VI. All notices of stockhold-
ers' or Board of Directors meetings
including the annual meeting herein pro
vided for, shall be held after nty-fOur
CD hours written notice shall have beeI
mailed by the Secretary to each stock
holder at his last known place of resi-
dence. and at all stockholders meetings
majority Of the stock represented by
proxy or otherwise shall control.
ARTICLE VII. This charter may be
amended, or the corporation may be dis
solved and liquidated, by a fifty-one ISL
per cent vote of the capital stock ap
pearing on the books of the company
and in the case of liquidation, the BoarC
! of Directors then in office shall liquidat,
. the corporation.
I Thus doae and passed at my office IL
, the city Of New Orleans, on the day
month and year herein first above writ
ten, in the presence of August II. Rite
and Miss Amelia Babn, competent wit
nesses, who hereunto sign their name
with the said appearers and me, Notary
, after reading of the whole, the said ap
bearers likewise subscribing Cor the mum
. Der of shares set opposite their RESPECTIVE
names.
| (Names. addresses and number Of share
of the subscribers.)
, | Witnesses:
A. II. RITTER,
| J. NJ. QUINTERO.
Notary Public
l. the undersigned Recorder of Mort
| cages in and for the Parish of Orleans
/ State of Louisiana. do hereby certify tina
the above and foregoing act of incorpor
alton Of JOS. SAMUEL CO., INC. wa
( this day duly recorded in my office II
: book 126S folio
New Orleans. La. Jan. "a, 1922.
(Signed) ROBT. SCOTT,
Deputy Recorder.
J. NJ. ogINTERO.
7 Notary Public.