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PIAO CO.. INC.
America. state of o Orleans. Lity of Sknown that on this Meath of January. in o ne thousand nine 40 tg, and of the In. , United states of ef adre and orty S STAMP FARlAR, a a eonmisiloned, sworn Sand for the Parish of o Uisann, therein re di res and under nce and appeared whose names are Swho to nme severally |i wg themselves of the Of Loutsiaua in such ,d, and particu d ofvid Act 21267 of S l Assembly of the or the year 1914, as have covenanted and Sby these presents cove hid themselves, as well s as may hereafter join euls'5d with them. to con a corporation and body the objects and pur gt articles and stipu set forth and ex hey hereby adopt as the t Ob poalon, to-wit: L h name and style of i shll he iAlttls.-LiOEB IC, and under its said it shall have and enjoy Siu iand succession for period of ninety-nine a d after the date hereof; bd be sued; to make ige seal,m d and the same a t pleasure; to hold, and convey, as and hypothecate prop E or mired, corporeal . own and hold stocks ,corporations; to name maa 8gers, agents, direc h sn its business oP con l r e, sad to make and well as alter and amend, Stime, such by-laws, rules for the proper govern s s ral of said corporation a tssrY and proper. IL The domicile of said Jalle N in the City of New S eanaa, and all cita legal process shall be * s Peldeot of said cor S hi absence upon the theef. or in the absence urn poa the Secretary of a The objects and per S corporatoa is organ to e an ared the natre oe o hO cald ot bay it, are jd e ts he: n the bsels of manufac Sanad importer, and ez Sis e orgas, music and lso ad otherwise, and a ever otheer article and M new or hereafter be cgrel sold or dealt thenewith or otherwise. s dut, ' buy, sell. is. hir deal In and *st instrluomntt of all sad parts thereof. My. sell. import and h and deal with any and o --hsh, materials, sup , det. applanes. a- -- s-_ _ Diectoro fabdese icidental to or ý ti anufacture of the e thesef and used is al to effectuate the deg a forth in thin pt a export sheet e, an gnsealy to Syr -t ste ek oa ris y y i d rat th sir at*teke the pa qwu was. I eaume o Drtee S1 es ad or it to dte a stock ho the Dosud of had have tem ncareast eo Id Do edr Det - hardao e Meeus e at Ir edll " of Dlretre, of M te asoto she fi hetd e amsbleste the 4 ewa se e of te OA ofe am poes. ad aht aN ow. det i aaset am hf iaesaster of the Meaei. ofi lw1 'ofU~ pose; two-thirds in amount of the cap ital stock of said corporation represented at such meeting thall be necessary to elect. Said commissioners shall remain I in office until the affairs of said corpor ation shall be fully liquidated. In case of the death of one or more of the com missioners, the vacancy or vacancies shall be filled by election by the surviving commissioners. Said commissioners shall hold all powers conferred upon them by law or by the stockholders at such meet Ing. if not inconsistent with law. ARTICLE VII. No stockholder shall ever be held liable or responsible for the contracts, faults or debts of said corpor ation in any further sum than the unpaid balance, If any, due the corporation on 4 the shares of stock owned by him. nor shall any mere Informality in organiza tion have the effect of rendering this charter null or of exposing a stockholder to any liability beyond the unpaid bal ance, if any, remaining due on his or her stock. ARTICLE VIII. This act of incorpor ation may be changed, modified or amended, or the capital stock of this cor poration may be increased or decreased, or said corporation may be dissolved in the manner now or hereafter provided by law. ARTICLE IX. The subscribers hereto have respectively written opposite their names the amount of stock in this cor poration subscribed for by each of them, so that this act of incorporation may also serve as the original subscription list of said corporation. Thus done and passed at my office at the City of New Orleans, on the day, month and year herein first above writ ten, in the presence of Jacob F. Baer and H. Generes Dufour, competent witnesses, who have hereunto signed their names, together with the said appearers and me. Notary, after due reading of the whole. (Original Signed) P. M. Harris. New Orleans. La., 100 shares-$10,000.00: P. M. Harris, Trustee. New Orleans,. La., 10 shares-435.000.00: Hllrry M. Loeb. New Orleans. La., 30 shares--$3,000.00; Ernest M. Loeb, New Orleans. La., 10 shares-$1.000.00; Abra ham Goldberg, New Orleans, La., 10 shares-$1.000.00. Witnesses: a JACOB F. BAER. H. GENERES DUFOUR. (Seal) STAMPS FARRAR, Notary Public. I, the undersigned Recorder of Mort gages in and for the Parish of Orleans, State of Louisiana, do hereby certify that the above and foregoing act of Incorpor ation of the HARRIS-LOEB PIANO CO., INC., was this day duly recorded in my office in book 1268, folio - I New Orleans, January 26. 1922' ROBERT SCOTT, Deputy Recorder of Mortgages. I hereby certify that the above and foregoing is a true and correct copy of the original act of incorporation of the HARRIS-LOEB PIANO CO., INC., passedI before me on the 23rd day of January, I 1922, on file and of record in my office, together with a certificate of the Deputy Recorder of Mortgages thereto attached. In faith whereof I have hereunto set my hand and seal of office this 27th day of January, 1922, at New Orleans. La. (Seal) STAMPS FARRAR. Feb. 2Mh. Notary Public. Feb. 2-Mch. S CHARTEn Or PICARD CONSITRUCTION CO., INC. I United States of America, State of Louisiana, Parish of Orleans, City of New Orleans. Be it known that on this the 23rd day of the month of January, in the year of our Lord one thousand nine hun-I dred and twenty-two, before me. EDOU. 4 ARD F. HENRIQUES, a Netary Public it and for the Pariah of Orleans. State of Louisiaana, duly commissioned and I qualified, and in the presence of the wit aesses hereinafter named and under- I signed, personally came and appeared the perseas whose names are herento sub scrlbed, all above the fall age of major ity, who smerally declared that, availing themaslves at the provisions of the laws of this State relative to the organation I of corporations, they have formed and organised, and by these presents do form themselves and these whom they repro meat nlate and conastitute a corporation and body politle lan law for the objects and purposes and under the stipulations and agreemets hereinafter set forth sad expressed, whichk they hereby adopt a their charter. ARTICLE L The name and title of the corporation hereby formed is de clared to be the PICARD CONSTRUC TION CO., INC. Its domicile shall be in the City of New Orleans, 8tate of LouLas lnns, and It shall have and enjoy suc cession by its corporate name for a pe rid oft niaty-anie (3M) years from and This corporation shall have power and authority to contract, sue and be sued In its corporate name; to make and use a corporate seal; to bold, receive, hire and purchase real and personal property, and to sell, mortgage or pdge the same; and to borrow money and issue bonds, notes and other obligatisa All citations or ether led preeses shall be served upon the Presen d the event of his abseas or inabitity to aset frem any cause, the same shall be served n ie V -ePresident or Secretary. ARTICL IL. Tho objects and per pnesf whmi this corporation is egan a othe nastre e the bu ss to h carrie by it are hereby delare to ha: () To earry an a general eenr a bemes and to excavate, grad, e atn emestsct sewers, artai * To al hr. purchase or othe wise acuire, cte any cetraeta and n fl w la relatio to the c trrus ecsa, earryiat.** ip , i m e centrol 51 public ~ss , 8gsd a orsteam engines, meters, vela s g steam ehvess, ad im pemets ea me nery eo all kinds ussd as w ang, to the eeastreeties essale, W eat on eUreetie D wArk. this d ah t a steak o lm ande by one thoy snde ee. Of ea Seek es L!heamse tet L vale 5e- One eN ee. tof the por vwal Wease I f Dollars (WMRNBU) 5e 1 thrtc shaMl orset pesto, wheeers as re eameL s say ae a d mes a nm t o roesled pcMe, Se thre 51Dimes-k there shaH remain n s s n Mpr I ~an sad aw h suaplas nt St e as sades a rs h time hhteak seh 35 eumte on say igto ir uoMti.'r?.e -l~lm i'L o..sh bees reeemed eand cancelled as Lerela prf , and is still outstandlag, shall share, ratably with the common stock, In the distribution of the assets of the corporation. This corporation shall have the right to ncrease its capital stock to any amount, not exceeding Two Hundred Thousand Dollars, in the manner here after provided. ARTICLE IV. All of the stock of this corporation has been subscribed and paid for at the time of the passing of this act of incorporation, and this corporation becomes a going concern immediately upon the completion of its organization. ARTICLE V. All of the corporate pow ers of this corporation shall be vested in and erercised by a Board oflive (5) direc tors, to be composed of common stock holders, a majority of whom shall con stitute a quorum for the transaction of all bualsaes. The Board of Directors shall have full power and authority to make all contruaDi. plr'hases and sales, and adopt all by-laws, rules and regula tions for the government of the business and affairs of the company. and alter. amend and change the same at pleasure; appoint, hire and discharge all officers, agents and employees; fix all salaries. and generally to do and perform all things necessary in the transaction of the business and affairs of the company. Any vacancy occurring in said hoard shall be filled by the rermaniing directors from among the stockholders. The first Board of Directors of this corporation shall. onsist of Achille I. Pit'ard. Henry M Picard. S. Arthur Buck master, Joseph B. Picard. Edward de Ioer, with Achille 1. Pl'iard as Presi dent; Henry M. l'icard. Viche-'resideat, and Joseph R. Picard. Secretary-Treas urer, who shall hold their offices until the second Monday in January. 19123. or until their successors are duly elected and qualified. On the second Monday in January, 1923, and annually thereafter, an election for directors shall be held at tjh offices of the company, under the auspices of three (3) commissioners to be appointed by the President, and the directors then e.lected shall take their seats immediately and shall hold office until their succes sors are duly elected and qualified. Each Board shall elect its own officers, which shall consist of a President. Vice President and a Secretary-Treasurer. All corporate elections shall be by ballot, and a majority of the votes cast shall elect; each share of the common stock shall be entitled to one vote, either In person or by proxy. Written notice of election shall be given to each holder of common stock by the secretary-treasurer at least fifteen (15) days prioe to election. ARTICLE VI. This act of incorpora tion may be changed, modified or amend ed, or the capital stock increased or de creased, by and with the consent of two thirds (2-3) of all of the common stock. A change in the objects and purposes may be made only by a vote of all of the common stock, but this corporation may be dissolved by a vote of the hold ers of two-thirds (2-3) of the common stock at a meetin5 called for that pur pose. ARTICLE VII. Whenever this corpor ation Is dissolved, either by limitation of Its charter, or from any cause, its affairs shall be liquidated by three com missioners to be appointed from among the holders of common stock at a meet ing of the stockholders convened for that purpose after fifteen (15) days' prior notice shall have been given by the see retary to each stockholder. Said commis sioners shall remain in office until the aRairs of said corporation shall have been fully liquidated. In case of the death of any commissioner, the survivors shall continue to act. ARTICLE VIII. No stockholder of this corporation shall ever be held liable or responsible for the contracts or faults thereof in any further sum than the un paid balance due to the corporation on the shares owned by him. nor shall any mere informality In organization have the effect of rendering this charter null. nor of exposing a stockholder to any liability beyond the amount of his stock. Thus done and passed in my notarlal office in the City of New Orleans afore said, la the presence of Charles A. Du champ and O. C. Brandenburg, competent witnesses of lawful age and residing in this city, who hereunto subscribed their names, together with said parties and me, Notary, on the day and date set forth in the caption hereof. (Original Signed) Henry N. Picard Gonsales, La.. 10 shares common; Joseph R. Picard, Dutch town, La., 10 shares common: S. A. Buck master, per A. I. Picard. New Orleans, La., 1 share common; Ed De Beer, per A. I. Pleard. Shreveport, La., 7 shares common; Achille I. Pleard. Goasales, La.. 41 shares common, 1.00 sares preerred. Witnesses: CHAS. A. DUCHAMP, O. C. BRANDENBURG. EDOUARD r. HENRIQUNS, Notarvy Puble. I the undersigned Recorder of Mort-li. gags in and for the Parish of Orleans, tate of Louisiana, d hereby certify that the above and foregoing act of incorpor sties of the PICAkD CONSTRUCTION CO., INC., was this day duly recorded In my office in book ISS. folio - New Orleans, Jan. I3. 111. (Signed) ROBT. SCOTT, Dy. R. A trae copy of the origlial act en fie li my ofce. EDOUARD F. HENRIQU8s, Notary Public. reb. t-Meb. 9 AMIIDMENIT TO HATE CA OW TEIl CEALMETTE OIL AND E lINING CO., INC. State of Losanan, Parlish of Orlean. Be it known that oa this 17th day of the math of January, in them ar of ear Lord, on thussnd aie headred aud tweatw, and f the Indepeadence tof the ted tat of AmerSea. the m hndrd and forty-sitlh, bofere me, WATTS i. LVERICH, a Netary Phb Me, duly commisesaned and gualiled tn and for tis and the p iad asate f iemd, rmesidlng, and In e e e of t wt b inte named and underigaed, personemaiiy eame and appeanred Laeca Thecar and P. Baesn, henrein appearulg their - spective capacitie as the dsta : - ised Chairman and Secrtat SOIL AnD D ENING C C INC., a e oporate _rgaenl uader the laws of this state, by At set se bere the undenrind NotaRy Pblie en the Id lie e y aas will mere fully pear a certleed cpy Ste meeting hereunto naned for armce, who decladn thas at a meetht of the stoekhelders of the seM eheld purausat to call te Direters at the ofce ot th eempean in the city of New Odisas eo the 17th day of Jasuary, , it was unanimeusly voted by •n of the sceek p t nd reipresente at sald mi towit: 3iN sharse out of a tenta o Il shares to amend Article IV so as to that the presently as. thrls pt stock et the compean should dedat the samof Fve Hun teu 3US) sarese of tholarn e elt U re dhr ·Dsllare share, the romnIing provis ions IV to remai unseanged, and to amendt Atle V of the charter of sid eompay so sto e~vdo a enrd of Direetoes of se e en tn ya an men than dove diSmetrs, stead of a Beard easisting ot freo fve to sores srectes, the so mtaling oa ofArt Al V to Ai main an n so tihat saM Artlee IV end esadA V shall breafter read ad e as fellows: ARTICL IV. 'TM eapital steek of stokmay he tease to Tea Hundred have a right to Iemoror man an oef es or her stek i the acep ta unless sad eatB he or shehll o haW oskhsdsm= o the easpoenilon an to os ims me Webilate the ho a a s(e as vnhe se ed ru is hs r heek, 3 wateM -s eassed t soe ether the dehaoans, Sol sernadv fes deS f~ n m lsW W Z other stockholders desire to purchase is less than the total offered for sale, then. after each of the other stockholders shall have taken and paid for the amount of stock which he or she desires to buy, and to which he or she is entitled, then the remainder untaken shall be open for pur. chase by the corporation itself; and un less prohibited by law, the corporation may itself use and apply its surplus earnings or accumulated profits to the purchase from any stockholder desiring to sell of any portion of that stockhold er's stock which none of the other stMrk holders may desire to acquire, at the book value thereoot; provide.d, that thq corporation shall not apply any of its capital to the purchase of snu-h stock, but shall always maintain its capital unim paired. The corporation shall have the right to refuse to transfer any stock so, long as the shareholder demanlding the transfer is in any way indebt'ed to the corporation. and thel corporation shall have a lien, pledge and privilege on each share of stock to secure any indebtedness due by the sharemholder to the corpora hion. Should any of the stock offered for sale be not deisired by the other stock holders, and should the corporation itself be unwilling or unablle to purchase any of the same out of its surplus earnings. within ten days from the receipt at the corporation's oftice of the written offer to sell, then. and then only, shall the stockholder desiring to sell le entitle'd to transfer such undesired portion of the stck to such person or persons, and at such price as he or she imay see fit. The provisions of this article shall be printed upon the face of each certiti.tte of stock issued by the cuorporation. and shall be linding ulpon every person now or here after becoming a stockhlolder inl this cor poration, all of whom agree to the pro visions hereof and take such stock sub ject thereto; and all pledges, hypothera tions or other enmcumbrancles of said stock, or dealings with regard thereto. shuall bIe subject to the provisions hereotf. ARTICLE V. "All the powers of this corporation shall be vested in a Board coilmposedi of not less than scAen nor more than eleven directors. The prI'ise aunt. tier of the directurs within said limits shall be fixed fronm time to time by vote of the stockholders at the annual meet nlgs or at a special meeting called for that purpose; provided, that in the in terval between stockholders meetings the Board itself may elect additional direc tors within the maxinmum limit above. provided that the stockholders shall not have elected same. A majority of the Board shall constitute a quorum. Said Board of Directors shall be elected an anually at a stockholders' meeting to be held annually at the office of the corpor ation on the third Tuesday in January of each year (or the next legal day if that be a holiday), after notice given to each stockholder by mall at least fifteen days before the date of the meeting, ad dressed to the last designated address of the stockholders; or, if he has designat ed no address, to the General Delivery at New Orleans. Special meetings of the stockholders may be called ily the Board at any time, and notice thereof shall be given in the manner provided for annual meetings; provided, that in all cases all notice may be waived by unaimous con sent. Each shareholder shall be entitled to one vote for each share of stock stand ing in his name on the books of the corporation, said vote to be cast in per. son or by proxy, and a majority of the votes cast shall elect. Failure to elect directors on the day above specified shall not dissolve the corporation, but the directors then In office shall remain in office until their successors are elected. The Board of Directors shall have power to fill all vacancies which may occur, or in any manner arise or be created on the Board, even though no quorum re main at the time such vacancies are to be filled. The Board shall elect from their number a President, a Vice-Prest dent and a Secretary-Treasurer; provid ed, that from time to time the Board may dispense with any of said officers and/or may combine and/or separate any of them and/or may elect such other officers as they may think proper or convenient for the carrying out of the company's business, and may provide that such of ficers may not be members of the Board of Directors; and they shall fix the sal aries of the officers, agents and em ployees. At any meeting of the Board of Directors, any director absent from the meeting may be represented by any other director, who may cast the vote of the absent director accordini to the writ tea instructions, either general or spe cial. of said absent director. The Board of Directors shall have authority to make and establish, as well as alter and amend. all by-laws, rules and regulations neces sary and proper for the support and man agement of the business and affairs of this corporation and not Inconsistent with this charter; and they shal have the power to authorise the borrowing of money and the issuance of notes, and the execution of pledges and mortgages, and generally to do all things necessary or convenient for the proper carrying on of the business of the corporation. "Until a general meeting of the stock holders for election of directors to be held in 1I, or ati their duly qualified successors are elected and installed, the Board of Directors shall be composed of the following: Felix P. Vacearo, i44 Camp street, New Orleans, La.; Balvador D'Antst, 44 Camp street, New Orleans, La.; I. . Betsea 335 Camp street. New Orleans, La.,; T. J. De Mood, Chalmette, La.; Monte M. Lemana, 110t lberals, buldlag, New Orleaus. La. Provided. thaLt the Board above named and any se eedsag Beard may heese additonal directors withi the total numerical limit oi the Board whenever such total limit shall not have been iled by the st·ek holders. Of the toteoingdrekr F P. Vaearo shall he Presdent: Salvadoi IYAntoni. Vice-Prddent, and . P. Bat. S. Secretary.Tresrerl." 'And the said appearers declareu that they appeared before me, Notary, i order that ld amendment mlbght be e tablished and recorded as reied by law. Thus done and peased ia my ofete at New Orleans, La., en the day, meanth and year rst heriabove written, in tihe Lesence of Shriey Hofman and Annie Morcer, cmpeteal t witesses, who hereunto sied their names with the maid appearsea and me, Notary, after reading of the whole. (Oriil~c o. N, P. BATUON. 8IRlflMY HOFFMAN, ANNIN L. MURCl. WATT8 I LURICH, A (Ntary Pblic. Irsi and fer the Parish of 34 eto herebp certify that the above and fesugeing act at amend met of the incrporatin CHAL T OIL AND NUINIm NG CO., INC, wu thin day duly recorded in my olie in book 1iE, to -. Now Orlean Janoey -- .is Deauty Reorder. Ian. U-Meh 3 eMArnTW or aim. BSANWE L C00. iN5 Unitd States ot Amerle, State eo L usina, Puaih Orleans, Cit et Now Orlese Be it kow that n t is twety-tlhird day it the meath o ans and of th lIndependeane of ns d States 1 Amerlen, th em hundresd and -t Oh, beoem me, JOHN MAR Al LQUfWrRo, aNotary Pb7 h _ duly emmisne and quafi insad for i city and the Orleas. therein . a the presene of tbohle wlesses ed an n -erC p-rsanallr - tme ad appeared the veral persons whom ames ar breauto sbserbed, who severally d eared that, avaig themelves the ph eo the lwst ofthis Stab ret thehe oentrated and agree and do blat rheme ;w-o a e h as et oer rs us a m ay horeefter heeome sass edatd with thou. to fern thimesives info and constitute a eurperatlen and body peoBtie in law, fee te b ad Iper pese an uder the IC L The name eft he see modr Lea earpate sme the fuB team and eptr of years from san the datb ad haB have power sad esuthedy i sa iust, - and o mds i ---t and lsee soritgwge so ethe iees ass ass etse ,Ia r rr CHARTWR. amend at pleasure such by-laws, rules tl and regulations for the proper manage- h ment and regulation of the affairs of said ( corporation as may be necessary and ( proper. ( ARTICLE II. The domicile of said s corporation shall be at New Orleans, a Parish of Orleans, State of louisana. c and all citations and other legal process shall be served upon the President of said I corloration; or, in case of his absence. upon one of the Vice-Presidents; or, in a the absence of all of these officers, upon a the Secretary of the corporation. a ARITICLE Ill. The objects and pur a poses for which this corporation is organ- I ized,. and the nature of the business to p be :carried on by it. are hereby declared to ,e: To 'arry on and conduct the bus- tl imness of wholesn:le merchants, dealers in I poultry. poultry anmd dairy products, and n all o:her products of every kind and t chara'ter whatsoeser. including their by- c products or comi,,binations thereof, and to t do any and all business incident thereto is or c'onnecteid therewith, as well as a gen- ~ '-ral wholesale and jobbing mercantile a busirness. a ARTICLE IV. The capital stock Is t hereb3 fixed ait 'Fifty Thousand Dollars a (tT~).0tIM.i0). dividled into five hundred shares of the par value of One Ilundred t Ii,,llars I$1o0.00) cach. whereof ftifty per I 'lent shall be subscribed and paid for t Imftie the iling of these articles of iin c'rlorortion. All stock subscribed for I, shall be paid for in cash or property e re-ived. Each share of stock shall be t enltitled to one vo.e at all -IeCtions and i meei.tings. and entitled to tile same rights and privileges as any other such share. No smtock shall be issued aJver and above the sharies subscribed for at tlhe time of the signing of this act of lncorporation,. whether it be out of the ialance of the a':lital stock herein provided for, or out of any intrease of the capital stock, with out first offering It to the stockholders of recnrd in the proportion of their hold ings as shown by this act of incorpor ation. Thie anotnt of the capital stock I may l'e jim-('rsed tip to the amount of t One llhundr~l Thousand l)ollars ($100.- I u0).O0) No stockholder in this corpor ation shall dispose of his holdings, or any part thereof, without first offering I the same to the corporation at its book a value. and the corporation shall have ten I (10) days within which to accept or re- I ject the said offer. No stockholder shall ever be held liable a or responpible for the contracts or faults 1 of saina corporation in any further sum than the unpaid balance due on the shares of stock owned by him. nor shall - any mnere informality in organization t have the effect of rendering this charter I null, or of exposing any stockholder to c any liability beyond the amount due on t his stock. ARTICLE V. All the corporate powers p of this corporation shall be vested in a and its business and affairs managed by r a Board of Directors consisting of four b (4) members, three (.) of whom shall constitute a quorum for the transaction of business. Any vacancy or vacanles c In the Board of Directors shall be filled by the renmaining directors. The stockholders of this corporation shall. within ten days from the signing a hereof, proceed to the election of a Board of Directors to consist of tour mem hers. as well as the election of a 0 President, lce-President. Secretary, and Treasurer, which last two offices may be held by ope person. Annually there after the said corporation shall elect from among its stockholders, on the sec ond Monday of January O each year. a Board of Directors consisting of four members. as well as a President, a Vice President and Secretary-Treasurer, which last two offices may be held by one per son. The first Board of Directors and ofi- c cers to be elected nnder this charter shall a hold office until the second Monday in t January. 1923, or until their successors I are elected and qualified. e Failure to elect directors on the day t above specified shall not dissolve the cor. poration, but the drectors then in office I shall remain in office until their succes sors are elected and qualified. ARTICLE VI. All notteps of steckhold ers' or Board of Directors' meetings. including the annual meeting herein pro vided for, shall be held after twenty-four (24) hours' written notice shall have been mailed by the Secretary to each stock holder at his last known place eof rest. dence, and at all stockholders' meetins a majority of the stock represented 'by proxy or otherwlea shall controL ARTICLE VII. This charter may be amended, or the corporation may be dis solved and liquldated, by a fifty-em (51) per cent vote of the capital stock ap pear on the booLks oet the company, and in the case e liquidation, the Beard of Directors then la office shall liquidate the corporation. Thus doae and passed at my office in the city of New Orleans, n the day, month and year herein first above writ ten, in the presence of August H. Rltter and Miss Amelia Babln, competent wit. semses, who hereunto sign their names with the said appearers and me, Notary, after reading of the whole, the Nld ap peaters likewiso subseribing tor the num ber of shares set opposite their respective names. (Names, addresses and number of shaue of the subserilber) Witnesses: A. H. RIT R, - A. BABIN. I, the undersined Recrdebg., of Meert gages li and for the Pariah of Orletas, 8tate of latilaa, do hereby eertify that, the above and foregaolg act of icereor- I ato eof JOs. sAMUEL CO., INC., was this day duly recorded in my eofie in book 13MS folio - New Orlenas , L., a. ~ S., SS. (8sied) 3OiT. SCOTr A Tree Copy. I. K. QUINTERO, Jan -Mch. Notary hPblle. SOTn U TEL CO. INC. , 8tate of Luans Parish of Oreias, City of New Orles. Be it knoewn ithat on this the tilth day o the meoth of December In the year of our Iid. oneo thouuad nine hIndred ad tweanty one, beore me, bDWlARD ASPI, a Notary Publie, duly aeemmlsoned and qualifed. in and for the parish n state Morieed, t sdflns, ad ti the passeae of tihe witnesses herdnafter named and undmsaied persally eame and appeared the whose -ames are hereuanto ascd all the i age of majority, and readients of this parish and state, who seveam y declaed that, avaling themselves of th p elena of the Act of the Lisau of this state, inns as Aet No, US of th Acts of theo lesion of l n as ibaes qetly ameded, they d by these presets, evemant, ngre ad bid tLhem elves, as well as all ech etherm persnas as may kcome hrete asselated with them, In order to teem and constitute a corporatin or body poltle In law, tfr the objects and purpnses, a der the etlpulatiken followilg, to-wit: ARTICLE L The same a title of ths oratie shall be bOUTHWiBRN TILi CO., INC., and I shall have sod enjoy seeemales d kexnatee fr a eet. thtpower' da autherity to me and edi its eec rate name, ti any court of eempoint rdledeito; to entreet; to ake and sae a common seal ad alter the eam qest; to lease, hel and e f ad t pde and to mortgag the m an bjeet h ei lmitotima as may be pr- i by 8aw; to es honds sd nte; to rrw moneay; to ppint ach efi. eec and agents as the bsne of the corporatin may mequie, and to ix their eempenstien; to mo ditmetors ad managers, and to make nd establish by- laws, ran and eulations fr the man agement of tihe bsaiesnm airt of sit mrporatie as may b requsite or nee ry. ARTICL IL. The dem let. t tis c p shall be in t C ity of New he served upo the peper fcr thereos. .ARTICLZ I d II. e e sna pec Sf e whlieti e tsi o setab h earid os b it, pr deue ml - trote is e,~bme , d al ston nmarble, ad h ui e__o mahiL d s pss f every set d sseitien t oihery peaseus o otherwie, of my ad atI I ate er asvl of3peghss -re· R.r lYIr CHARTER. this corporation is hereby declared to be the sum of Fifty Thousand Dollars si ($'.O0000.0). divided into five hundred a' (500) shares of One Hundred Dollars It ($100l.00) each, and the amount of each t) share shall be paid for In accordance T with law. The capital stock of this corporation may be subsequently in el creased to One Hundred Thousand Dol. V lars ($100.000.00). 0s Full paid capital stock of this corpor ation may be issued in settlement o o0 serviceq& and things of value actually acquired by the corporation when same It shall first have, been appraised by the ', Board of Directors of the corporation, as T provided by law. as As the capital stock of this corpora tion subscribed for is to be paid for by the conveyance to the crlporation of (1 merchandise and othler articles of value. ri the.re is annexed to these articles of in- Il crlorration to be read in connection ut therewith. an accurate, detailed and item- h ized dl,cription of such prolperty as to ti samountt. loi ation. exte-nt. chlracter and - state of imllprovement. together with a ti statemlent of its vaite as appraised by b thie Board of Directors of this corpor. no ation. :11 AItTIt'I.E V. The conrporate powers of 11 tlhis 'corlpor:tlion shall be vested in ad Itus;rd of Dlirectors to be comnposed of thr.w directors. two of whomt shall con- a stitute a quorumn for the transaction of t business, to be elec'tesd by the stsckhold- s ers at a general mIeeting to be held on tl the fourth Thursday itn January of each " year; provided, that there shall be no sutch election in the year 1922. At all meetings for the elections of this cosrporation, ceach stockholder shall le entitled to one votes for each share of stock standing itn his name on the ft books of the company, which vote shall u be cast in person or by proxy. it The Board of Directors shall have the y power to make all by.laws, rules and reg ulations necessary for the conduct of the a business affairs of said corporation; and they shall elect from their number a President. Vicetl'resident, and Secretary- i Treasurer. Until the election to be held as here- a Inabove provided, the following shall con- c stitute tithe first Iloard of i)ire*stors: tGeo L. I)ucros. RIobert I)ueros and Sidney J. d Itucros, with George L. l)ucros as Pres- b ident, Itbert IDucros s Vice-President. t and Sidney J. Ducros as Secretary- e Treasurer. ARTICLE VI. The capital stock of t, this corporation may be Increased or de creased at any time in accordance with tl the laws of this State. This charter may I: be amended, altered or modified, or the it corporation dissolved by a vote of two- I thirds of the stockholders, voting by p shares at a meeting convened for that ti purpose, after fifteen days' previous per. sonal notice, or such notice that may be required by law, of such meeting shall 1 have been given. ARTICLE VII. No stockholdetr of this corporation shall ever be held liable for any of the indebtedness, contracts or faults thereof, in any further sum than the unpaid balance due the corporatio g on the shares owned by him, nor shall any informality in the organization have the effect of rendering this charter mull, a or of exposing a shareholder to any isa bility whatever. b ARTICLE VIII. A failure at any time to hold a meeting or elect directors or officers as herein provided, shall not work a forfeiture of this charter or dissolve the corporation, but the existing Board of Directors and officers shall continue g in office until their successors in office t have been elected. n ARTICLE IX. At the expiration of this charter, unless sooner dissolved, its affairs shall be liquidated by one or more commissioners to be appointed by the stockholders in meeting, assembled for A that purpose, and who are invested with full power to sell all the assets and prop erty, real sand personal, of this corpora tion, and to convey a' full and complete I title thereto, and to do and perform all b acts essential to a full and complete liq- a uidation of the affairs of this corporation, t and to divide the proceeds, if any, in h accordance with law. d Thus done and passed at my office in J the City of New Orleans, Louisiana. on t the day and in the month and year first a hereinabove written, in the presence of Muriel Saxon and Rene A. Viosca, com petent witnesses, whose nameb are here.a unto subseribed as such, together with the said appeerers and me, Notary, after a reading of the whole. (Names of subscribers omitted) Witnesses: RENE A. VIOSCA, MURIEL BSAXON. EDW. HASPEL. I Notary Public. L the undersigned Recorder of Mort- t gages in and for the Parish of Orleans, State of Louisiana, do hereby certify that the above and foregoinl act of in corporation of the SOUTHERN TILE CO., INC., was this day recorded Ia my t ofAce in book 123, folio -. New Orleans, Jan. 20, 1922. (Signed) ROBT. SCOTT, t Deputy Recorder. I A True Copy. D EDW. HASPEL, a Notary Public. Jan. 2S-Mcb. 2 C HARTE R OF M. WIWLLO S CO, IEC. United States of America, State of Louisiana, Parish of Orleans, City of New Orleans. Be it hnowa that on thin lth day of the month of January, In the year of oar Lord, one thousand nine hun dred and twenty-two, and of the lade endence of the United States of Amer le, the one hundred and forty-sevnth.. beforo me, JOHN WAGNER, a No Public, dull commissioned and qnalled in and for snd city, parish ad state. there residing, and ain the presene of the witaeasses herenafter named and ua dersigned, persnally came and appeared th several perommen whose am mar hereunto subserlbed, who sevrally de elaied that, availlng themselves of the laws of the State of LMldana reativ W to the orgnaanisatioa of eorporations, a especially Act No. T of the Geaneral As sembly of the State of LouiaLna for the year 3914 they do by these presents, for themselves, their successors and aselans term themselves Into a copoporatio and body politle a Iaw, for the purposes and *bject and under the artieles and atp latlns hereiafter set forth. ARTICLI L The name of this coor- I stion shall be M. RUELLO & CO, INC., I under which eorpoate same It shall hav a eorporate existence and secsioa tfor Sthe term of nianty-naie yeu freom ad a I after the date hereof. It shall have powerI I to - ad be sd; to contract, per- I I chase, lease, mortgage pledge, aMeate I Sand eaeaumber ed estate ad persel l property, and goral to exesese power ad authority connected withl the purposes of this organlantion or lc - dental thereto, and all the power and , authority eonterred oa corporatis by the laws of this State. ARTICLW II. The prposmm fr wh Ithis corporation is organised are: To i deal I rcri tees, cfese and other artices used and onneeted with th a groery usines, and to sell same at re tail or otherwire and to buy and sell F same, and to do all thinge nseeesearrly or impiledly iacidental to the mid basians. and to do evrytain that may este or axtad or tprve or facllitate, direetli 6 Inditeetly, t succeasful carrying oat I of the objecte and purpesee of the cor poratieo and the business thereto. ARTICLE II. Tihe doml le of this cororatio shall be la th City of Noew Orleans, Loeuiasi . CitatioU of an lesal promees and other l notlee shall be Sserved p toe PIdt t the erp tloes, and, h his #s so s thO Vnce ARTICLE IV. The capital stoek of thi erporatle is he xe at Ten Thousand Dellaro , dlvdided intoone hundred I) shares of One SHundred Doilars (eMP) sec. The eapital stock may be itereasd to not exceed Fifty Thousand Dollars ( M ), and the rease in the cap Ittl stoek may be by preerre ora cm moo steek, or partly mo e and Iprtly of th other, and the terms of the pro fored steek shaDI h Ied Iby the Deod of Direetoers, whleh may e in edtene at the time of the aproped n.rease SARTICLW V. AN the owers of this orpoation shall be vested tn a Deerd -of Direars, empeoed of three stnok - hlders, and newer and eathority i hereby reste th eard o Directors ato inramose the number of dieeter to I any number ot onoseding e m); am t I the sa Beer of Diectors sma I va Censies In t mbr, hoee essod, a edeetd eanufmya to e let Tuesed i SJiuy o mah yer, onpt thhe srt dele Stie to h onm t the eit Theslal oe fftests oss, each shaedl kt stak s Mr thean in ne odmer uS 0a hmr dSe estda and i ,bI. CHARTER. The first Board of Directors shall con sist of: Mariano Ruello, No. 1727 Tulane avenue. New Orleans. La.; Candolory J. Ituello, No. 1*6~ ltourbhn street, New O)rl.eans. Ia. Josephine T. Ruello, 1727 Tulane avenue, New Orleans. La. Ea-hi Board o,f iDirectors shall annually elect fronm their number a President. Vice-Presldent, Secretary, and Treasurer. or it may c,,mbine the office of Treasurer with that of the President. Vice-President or Swsretary. The first President shall be Mariano lItello: the first Vic'e-President shall be I'andolry J. ltuello; the first Secretary Treasurer shall be Josephine 'T. lTtu.llo. ant they shall hold offie until teir sUc .','-orsi are ,elected and qualited. AItTII'L.E VI Not less than tifteea (1 l days' notice shall be given for all re-vil:tr st,ocklholders" meetings, and not Iess than five (3) days' notice' for special munetilngs. The Board of IDiretors shall, hbld regular and special meetings at such times and upon, such notice as to time which the said.I lhoard may fix. All no tires of ent'tingl .ot all Lnds shall be by writt-n niot ie. through the postoftic. ailrsreled to the. resl,.l tive stockholers at the address gi.ln to the Secretary bh each stockh,,lWer. or the notice may be deliver id by nl.ssenger. AltTIi'I.E VII. This aet of incorpor ation may b.- changed. ntoditied or al. tered. or this corporation may be dis solved. with the assent of two-thirds of the stock iprese,.nt or rep,rescnte.d at a mcetiig convened for that purpose. ARTICI.E VIII. No stockholder shall ever be held liable or responstlle for the contracts or faults of said corpor ation in any further sum than the un. paid balance due cn the shares of stock owned by him: nor shall any mere in formality in organization have the effect of rendering this charter null or expos ing the stoklholders to any liability be yond the amount of his unpaid stuck. AIRTI'LE IX. Whenever this corpor ation is dissolved. either by limitation of timle or by the determination of the stockholders. its affairs shall be liqui dated under the supervision of two liqui dators to b.' appointedl for that purpose at a general meeting of the stockholders conlvened after ten days' notice. At such meeting to consider the liqul. dation of the corporation, the result shall he dehtermined by the consent of two thirds of the stock present or represenut ed at such meeting. In case of the death or inability to act of one of the liquida. tors. the survivor shall act alone. Thus done and passed In my office in the City of New Orleans, State of Louis lana, on the day, month and year herein first above written. In the presence of Irene Hall and Frederic C. Querers, conm pItent witnesses, who hereunto slgn their names with said appearers and me. Notary, after due reading of the whole. (Nantes of signers omlttted) Witnesses : FIREDERIC C. QUERENS, IRENE HALL. JOHN WAGNER. Notary Public. I, the Undersigned Recorder of Mort gages in and for the Parish of Orleans, State of Louisiana, do hereby certify that the above and foregoing act of incorpor ation of M. RUELLO & CO., INC., was this day duly recorded in my office in book 1268. folio -. New Orleans. Jan. 20. 1922. (Srigned) ROBT. SCOTT, Deputy Recorder. I hereby certify the above and fore going to be a true and correct copy of the original act on file and of record ln my notarlal office. JOHN WAGNER, Jan. 2-Mich. Notary Public. AMENDMENT TO ARTICLE III OF TIE CHARTER OF GEARY-OAKES CO., INC. United States of America, State of Louislana, Parish of Orleans, City of New Orleans. Be it known that on this second day of the month of January, in the year of our Lord, one thousand nine hundred and twenty-two, and of the In dependence of the United States of America, the one hundred and forty-fifth, before me, GUSTAVE JOSEPH RICAU, a Notary Public, duly commissioned and qualified in and for the Pariah of Or leans, State of Louisiana, and therein re sidin, and in the presence of the wit. nesses hereinafter named and under siagned, personally came and appeared, James Geary, President, and William 1. Oakes, Vice-President, of the GEARY OAKES CO., INC., herein acting in their said capacities, and also under and by virtue of a resolution passed at a meet ing of the stockholders of said corpora. tio, held on December 21, Mi, a copy of which resolution is hereto annexed for reference, who declared that, as will ap pear by reference to a duly certified copy of the minutes of a special meeting of the stockholders of said corporatieon am nexed hereto as part hereet, a special meeting of the stockholders was held on December 21. I81, at the office oft ld corporation, after all notices required by the charter of said corporation bad been given, and after all the stockholders, rep resenting all of the outstanding stack at said corpration had waived any Irregu larities in soid notices, for the purpose of voting upoe a chane and amendment of the original act of Incorporation of said corporation, a corporation domiciled in thin cty, and organied under the laws of this state, by eact beore the Umder flnged Notary, on December 3, 1313, re orded in tho Mortgage Otfce el this prish in book 136, tfol 17; that at said meetting all of the stock present and rp resetin alU oft the outstanding st~ek ct said corporation voted to Inese the capital stock of this corporatie ftrom ifteen Thousand D~lare to THIRTY THOUSAND DOLLAR. Appearrs, In their s capacitis fr and In bhalf of mid GOERY-OAKUS CO, INC., d I order to carry at the objects and purpeess o said meeting, end to ghie the change and amendment legal force and efect, now fortmally declare, publlsh and give netice to th werld that Artiele III of the orlinal set eo ineor. por s o aid GORARY-OAKU CO INC., has been ehe-sed, medled ad amended so as to vead as follows: ARTICLr IIl. The amonat of the eapital steek l thisl corporati is theby used at the sum et THIRTY THOUSAND DOLLARS (PS, 0U.M), an which capital stck may linreased to the sum of PIfty Thousan Dollars (I040UM), sMid capital stcek divided Into three hundred sares e Uthe per value ef One Hundred Dllars (PUI ecek. The stck shall be paid i s when subsrlbeld for, or may be Iss. In whole or in part at enot le Uuth pau, for the property or Io-will eu purchasetd o received byt. Ne tioal sham shall ever e ased. No tranater, sale or other disposals eo the stoek In tlhis corperti shall be valid, unlees irsto ed to the remadlg steckholders of this orpratio at the book value thereof, as estabhihed by the last inventory, uad who sad oder ias been made to the corportIs It shall be the duty et the Sree yTreasrer to advise the other stoekholdes and t shall have an opportunity to rc isaid heck. On fallu e the id stock holders to avail themselnves eo sch o to acqare sd stoek after trty d notice to eeeh steekholder by raled mall, the steek may be sold by t owuer t theeot at wll. shB he subject O tMs prri oihe pe erer tfurtho declare thlt they do 0hreby uthoris nnd equr te ad chage ad amendment to be duly e corded ad published. eerding to law, to the end that same may be eperatIvo a nd blnding o all perner weho m now or who may herettr beme stoekhold I ers eof this corporatlo, ort beeome ethe Swise Interested thereln. Thlus deune ad pebd In myr eoIee at SNew Orlea InLouana, * the day san iIn the month uad year herin lMrst wr. i in the prsseu et W. L. Wndleast * eO. ..rs e Bnrew, em tt wM rases, resmiU In this et, who hmere unto esi their ames, to t with said I appeares and me, Noetary, adter duo raed In lag e the whole. L OW 1. RIC*t L. Notary Pub.e. N I the ndersigOud Rec der t er. S YDIdV. , lla sll 8ll4 ~X 3 O1 RUT lAOOTW. II A Tre Copy: o On 7. menCA. errIn d r tw 5bL ed Jls.