The herald. [volume], November 16, 1922, Image 11

About The herald. [volume] (New Orleans, La.) 1905-1953

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A Of a eriT. State of
orsh of Orleans. City of
Do it known, that on
Sof August in the year
ease hundred and twenty
Independence of the
of America the one hun
___. tb, before me Nrat
niotr public, duly com
a. and qualified. In anad
of Orleans. State of
i is the presence of the
resaafter named and un
Ssly came and ap
e per"·-sons whose names
sue.ibed. who each sev
that, availing them
1~suons of the law of
0" (..j relative to the
es eoporatons. they have
ied. and do by these
y covenant and hgree
Ives to and with each
as such other persone
" .W--t-r become associated
wform and constitute a
W body politic in law, for
and purposes and under
and stipulations fol
'j"Ths nam and title of
shall be THIE l 7
INC. and under its
ame shall have power
to vie and enjoy suc
.6 full termn of ninety
Sand after date hereof;
- and be sued; to make
to seal, and the same
at pleasure; to hold.
purchase and convey, as
and hypothecate prop
s and mixed, corporeal
to name and appoint
managers. agents and dl
beiiess Interest and con
resure, and to make and
Swe as alter and amend
M te such by-laws, rules
lfor the proper govern
Sj oarse of the corporation
aesaeºry and proper.
S--he domicile of this
sl be in the City of New
of Orleans, State of
e all citations or other
rail be served on the
or Wi the event of his ab
n gL-The objects ad pur
eerporation are declared
isell and deal in automo
i automobile scoesories
sad character; to repair
atemsobile tires etc.. to
trucks for road ser
automobile telephone
sad generally to trans
properly connected
or convenient to any
eeets and purposes.
SI.-Thi capital stock of
is hereby fixed at
($ 5 .0m ) dollars, di
(5) shares of the par
.each; said stock shall
tsr eash or in payment
mitsally received or pur
Sesrpratlon. The apl
im corporation ny be
e sum of two hundred
.K ) dollars.
f-hs said appearers de
subscribe resectively
aumber of share of
of this corporation:
1 share; uElls
arees; Jack OBliernse,
eftb said Ellis E.
feu and settled by
garsr to this orpora
pet described in the
ansexed adn made
As basigh her wrtten
adM above described
Sappraised by the
eteeted sameally on
if this ority io
*Sgie m a deuarsm
A the corprate
"a se ra n msa s
the manth of Au
U.6ee a qrrmm
_i se ms s ad
..*- as
a rew ubr meu
3eb bosem a e
IF -h the
U
or mm w,
3fr * .6.
.ib behilr
amu disgq,e
'iC i-
Cd·1
CHAT .
this corporation shall sell or dispose-
of his stock without first offering the
same for sale in writing to the other
stockholders throegh its Board of Di
rectors; any number of which stook
holders whodedsire to prchsue said
stock shall have the prlvlege of buy
ing it in proportlon to the shares
owned by them at the price bona tide
offered therefor; and if no price is
offered, then they may be purchased
at the bok value of said stock by an
outsider.
It no stockholder offers to purchase
said stock within thirty days from the
date of such offer, the stockholder
offerlng said stoek may dispose of the
same to any person whatsoever.
ARTICLE IX.-Whenever this cor
poration shall be dissolved, either by
limitation or from nay other cause, its
affairs shall be liquidated by a com
mittee of two stockholders appointed
at a general meeting of the stockhold
ers convened for that purpose, and said
committee shall have full power to
perform all acts necessary for the pur
pose of liquidations.
ARTICLE X.-No stockholder of this
corporation shall ever be liable or re
sponsible for the contracts or aults
of this corporation, in any further sum
than thq unpaid balance due by him,
'if any, on the stock subscribed for by
himn nor shall any mere informality
in the organisation have the effect of
rendering this charter null, or of ex
posing any stockholder to any liability
beyond the unpaid balance, it any due
by him. for stock subscribed for by
him.
Thus done and passed in my office.
In the City of New Orleans aforesaid,
the day, month and year first above
written, in the presence of Frank S.
Norman and Jean Davidson, both com
petent witnesses, of lawful age and re
siding in this city, who sign hereto,
together with said appearers and rie,
notary. after due reading of the whole.
(ORIGINAL SIGNED):
Ellis B. Boggs, I0 shares; Jack
O'Beirne" 9 shares; . C. Brodtmann,
1 share.
Witnesses: Frank S. Norman, J.
Davidson.
NAT W. BOND.
Notary Public.
I, the undersigned Recorder of Mort
gageas In and for the Parish of Or
leans. State of Louisiana, do hereby
certify the the above and foregoing
Aot of Incorporation of The T 7 Tire
Co., Inc., was this day duly recorded
in my office, in Book 1279, folio l 7.
New Orleans, Aug. 29th. 1922.
ROBT. SCOTT,
A certified copy. Dy. Re.
sctl9-ne NAT. W. BOND,
octl -nov' Notary Public.
State of Louisiana, Parish of Orleans.
City of New Orleans. Be it known. That
on this sixteenth day of October, in the
year one thousand nine hundred and
twenty-two, beiore me, William Waller
Young, a notary public, in and for the
Prish o Orles State tof Louisina
duly cmmisioned and qualified, and in
the Presence of the witnesses hereinafter
named and undersigned, personally came
and appeared the persons whose names
are hereunto subscribed, all above the
full age of majority, who severally de
clared that, availing themselves of the
laws of the State of Louisiana. and es
pocially the laws relatie to the organi
atron of corporations, they have cov
enanted and agreed to bind. form and
constltute themselves, as well as all such
othe persons as may hereafter Join or
become aasociated with them, into a
corperation and body politic in law for
the objects and purposes and under the
articles agreements and stipulations
following, to-wit:
ARTICLE L-Tbe name, style and
title of this corporation shall be PAYNE
BROS. & ORI T, INC.. and under
that same it shall have and enjoy all
the rights, advantages and privileges
granted by law to orporations. and shall
exist for thoe full term and period of
ninety-nine years from this day. It
shall have powera to sue and be sued; to
make and use a corporate seal, and the
same to alter o break at peare; to
ld receive, lease purchase sell and
eOnvtoym y l as mt hypothe
and rotted. ~omaanegs, direc to
ployees as its interest ay reire, and
to make and esblih as wU as alter
and Tale rom time to time, such by
lac resr and regulatiosu a may _
menegmet an governm t o the
affir of mid corporation.
ARTICLE. IL-The domicile of thisl
roratieni hereby fixed tn the City
SNewOrls itsof Louisiana, and
all eltatikn or other l ooees hall
be served upon the Preient or Vice
President of id eerporate, or, in their
absener pen the eerstry-Tres -rer
ARTICLE IlL-The ebjects ad par
-pose fr which this corporation Is or
gansed, and the ature of the business
to he e en by it ore hereby deered
to be: To ge in the manufetrur
eitr, uase and mie of moehinery
a r 1 Sands tO bh and sel ods o
s ur m y e t s , Oa pt w _ - _
ame .ra or-bet; to manufaucture
rbp a o or , ed tsl t  wt msnesl
m mapd i nees fo idl eebile
memogelS a as in ad aatu r
... ·taa l, twe Od umed purpes
aZ IT-The e hl teen ofe
mm o thirty t dler M
Snt~ bs
CEARt .
through the Beard of Directors. at its
then book value, who will have the first
option to purchase the same.
ARTICLE VIL-This charter may be
modified, changed or altered, or said
corporation may be dissolved with the
assent of stockholders owning three
fourths of the entire capital stock at a
general meeting of the stockholders,
convened for that purpose, after fif
teen (15) days' written notice shall
have been given to each stockholder,
malled to; him at hid last known
address.
ARTICLE IX.-No subscriber for
stock shall ever be held liable for the
contracts, faults or debts of said cor
poration in any further sum than the
unpaid balance, if any, due the corpor
ation on the stock for which he has
subscribed; nor shall any stockholder
ever be held liable for such contracts.
faultq or debts in any further sum than
the unpaid balance, if any, on the stock
owned by him; nor shall any mere in
formality in organization have the
effect of rendering this charter null, or
rendering any subscriber or stockholder
liable beyond the unpaid amount, if any,
remaining due on his stock.
ARTICLE X.-This corporation is or
ganized under the laws of the State of
Louisiana. and especially Act No. 267 of
1914. and the subscribers hereto, for
themselves and said corporation, and for
its officers, directors and stockholders.
hereby accept, as part of this charter
and as conditions of said corporation.
all the rights, powers, privileges and
immunities granted to corporations, and
granted to and conferred upon officers.
directors and stockholders of corpora
tions by said laws and said act; such
acceptance being as full, complete and
binding as if said rights, powers, priv
ileges and immunities were set forth at
full length in this Instrument.
Thus done and passed. In my notarial
office. In the City of New Orleans,
aforesaid, in the presence of Andrew R.
Martinez and Holger G. Kohnke, compe
tent witnesses of lawful age and resid
ing in this city, who hereunto subscribe
their names, together with said parties,
and me, notary, on the day and date set
forth in the caption hereof.
(ORIGINAL SIGNED):
(Names of Subscribers Omitted.)
Witnesses: Andrew R. Martinez, Hol
ger G. Kohnke.
W. W. YOUNG,
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 in
corporation of Payne Bros. & Grillot,
Inc., was this day duly recorded In my
office. in Book No. 1279, folio 165. New
Orleans, Oct. 17, 1922.
ROBT. SCOTT,
by. Rec.
I hereby certify the above and fore
going to be a true and correct copy of
the original Act of Incorporation of
Payne Bros. & Grillot, Inc.. together
with the certificate of the Recorder of
Mortgages on file and of record in my
office.
In faith whereof I hereunto set my
hand and seal, this 17th day of October,
A. D. 1922.
(Seal) W. W. YOUNG,
octl9-novl Notary Public.
Ammsarmra ys mtton."
or rarers1e CWZ .
o: s3 e'.p,l .5. ac.
United Statse of Jmerica, State of
Louisiana, Parish of Orleans. Be it
known, That on this 14th day of the
month of October, in the year of our
Lord one thousand nine hundred and
twenty-two, before me. Watts K. Lev
erich. a notary public, duly commis
sioned and qualified in and for the
City of New Orleans and the Parish of
Orleans, State of Loulsiana, therein re
siding, and in the presence of the wit
nesses hereinafter named and under
signed, personally came and appeared
Jac Bloom and Mary Herron, herein
after appearing as the duly authorised
Chairman and Secretary of a meeting
held on the 12th day of October, 1922,
of the stockholders of Bloom's Son,
Inc. (a corporation organised by act
before the undersigned notary, on Seo
tember 2Oth. 1922, recorded in the
Mortgage Office of this Parish in Book
1279, folio 90), who declared that at
said meeting, at which the entire body
of stockholders was present, and which
was held upon proper call of the Board
of Directors, all as will more fully
appear by reference to the duly certi
fled copies of the minutee of said
meeting, hereunto annexed and made
part hereof, it was veted by the unan
mous vote of all, the stockholders of
said Company to amead Article IV of
the charter so as to make it henceforth
rea d a be as follows, to-wit:
"ARTICLE IV.-The presently au
thorlsed apital stock of this corpora
tlon is hereby fixed at the sum of six
ty thousand dollars ($90.00.909), di
vided Into and represented by six hun
dred ($0) shares of the par value of
one hundred dollars ($10.0) per
share. The amount of said stock may
be increass$ to five hundred thou
mand dollars (SW0.000.0)."
fBld appearers further declared that
they appeared before me, the under
signed notary, in aecordanes with the
authority vested in them by the annexed
resolutions i order that the sid amend
moat may be properly establishead by
otarial act sad reoorded sad made
effotivo in asoordames with law.
SThus dome sad passd in my offise at
New Orlemans a the day. moth
and ear herean irt above writte, in
the premsof Neien Dilloa and Walter
. Sthen Jr., eempetet witnesses who
hereuato sign their names with t aid
woares.and ma notary, after du
rreiin fthe whole.
ORGINAt, SIGONED):
lom Mke . Herroa.
Witnemsese: N. Dllon, Walter J. Sn
them, Jr.
WATTS r LWI'RICH
Notary Publlae
ea W arTT r a
October 10, 1~1L
United States of AmerL , Stte of
Louiana, Parish of Orleas, City of
Now Oriemme, Re it known, that en
this temnth (10th) dy of moath of Oo
tobe sinh ei ywr of our Lsrens
thuaNd Sno hndred and tweaty-two
an f tbe Indspemis of the Untted
States of Amersm the ee haundred ad
forty-senmth, beere me Wiliam John
------....du a s  duy -oa*
therei nresing, sad ia the pressas o
the w e hren n tr named and
unsrgd. persommnaly sam mad ap
-trr the sr p m whose mname
aw berets amsribed, aR above the full
of a who severally deelared
et the esestl
ln ead the laws of the Stats of
ouisiana woui Aet N? of 1914,
lative th rg tof eorpora
. wft them, to form sad ea
dR saw a a tiless a
tem following, s beto-wit:
Aro l a L-Th ame an us o oaf
t_m !al be THU DRA
0000 ,AND NO
sa Oe it sal , ov end l e yall thte
M to hel, reesa, lames
an@ dmeaen a wlr aa
and
Wa (o· a u d
CHATX.
nnerwear and wearing apparul ot
every kind, for men, women and chil
dren; to buy and sell piece goods,
shoes, school supplies, stationery and
novelties, and generally all merchan
dise, goods and articles usually sold
and handled in a general merchandis
ing store, and generally to transact
any business and to do anything inci
dental to or connected with the carry
ing out of said purposes.
ARTICLE IV.-The capital stock of
this corporation shall be five thousand
dollars ($5,000.00). divided into and
represented by fifty (50) shares of the
par value of one hundred dollars
($100.00) each, to be paid for in cash:
which capital stock may be increased
to twenty-five thousand dollars ($25,
000.00). which stock shall be paid for
in cash or in property or its equiva
lent: or. If not in cash, then the Board
of Directors of this corporation shall
determine the value of such equivalent
offered.
ARTICLE V.-AllI the corporate
powers of this company shall be vested
in and the management and control bf
its affairs shall be exercised by a
Board of Directors composed of three
stockholders. A majority of said di
rectors shall constitute a quorum for
the transaction of all business. The
directors shall be elected annually by
the stockholders on the third Tuesday of
January in each year. Each stockholder
shall be entitled, in person or by
proxy, to a vote for every share owned
by him, and all elections shall be held
under such rules and regulations as
may be determined by the Board of
Directors after fifteen days' notice by
mail of such election shall have been
sent to each stockholder at his last
known address. All voting shall be by
ballot. The directors thus elected shall
continue in office for one year, or un
til their successors shall have been
duly elected and qualified. Any va
cancy occurring on said board shall be
filled by the remaining directors for
the unexpired term; the said boalir
shall likewise elect the additional
members in case they should deter
mine to increase the number of sail
board; and all officers and employees
shall hold office at the pleasure of the
board, and all officers. directors and
employees shall hold office at the pleas
ure of the stockholders, who may dis
place or elect the successors of any one
or all of them at any time, at a meeting
called for that purpose, by notice de
livered personally to each stockholder
or deposited in the postoffice addressed
to each stockholder at least five days
before such meeting.
The President may at any time call
such meeting, and If the President or
officers of the corporation refuse or
fall to call such meeting when re
quested by the holder or holders of ten
per cent of the capital stock outstand
ing. then such holder or holders of
stock may personally or through
proxy call such meeting to be held at
the office of the corporation. If for
any reason the use of the office of the
corporation is refused, or it cannot be
used for such meeting, then the caller
or callers of such meeting may, acting
either personally or through proxy,
adjourn said meeting elsewhere and
there hold It
The first Board of Directors shall
be composed of Julius Bodenger, whose
postoffice address is 157 Delaronde
street, New Orleans, Louisiana; Dora
Bodenger, whose postoffice address is
1831 Magazine street, New Orleans.
Louisiana, and Morris Bodedger, whose
postoffice address is 301 Seguin street,
New Orleans, Louisiana, with Dora
Bodenger as President, Julius Boden
ger as Secretary and Treasurer, and
Morris Bodenger as Vice-President.
ARTICLE VI.-In case of dissolu
tion, liquidation or termination of this
charter by limitation or otherwise, the
affairs of the corporation shall be
liquidated by one or more liquidators
elected by the stockholders, who may
provide the number of said liquidators
and vest them with such power and
authority as may by law be permitted,
fi the terms and conditions upon
which they shall serve and their com
pensation, and provide that in case of
death or disability of any one of said
liquidators, the remaining liquidators
may fill the vacancy or continue to act
on behalf of the corporation.
ARTICLE VII.-No stockholder shall
be liable or responsible for any costs,
contracts, debts or faults of the cor
poration, or of any of its officers, nor
shall any mere informality in organl
sation have the effect of rendering this
charter null and void. or of expoelag
any stockholder to any liability beyond
the unpaid balance due on the stock
held by him.
ARTICLE VIII.-This ebarter may
be modified, changed or altMed, or said
corporation may be dissolved with the
assent of stockholders owning two
thirds of the entlre capital stock at a
general meeting of the stockholders
convened for that purpose after fifteen
days' written notice shall have been
given to each stockholder, mailed to
him at his last known address.
ARTICLE IX.-No stockholder shall
sell his share in this company without
having first offered the same to the
Board of Directors. And said board
shall have the right to parhase the
same for the benefit of the other
stockholders within ten days there
after at the bock alue as shown by
the last saual statement.
There shall be wriltten or prlnted
acres each artifeiate of stock "Thee
share shall not be transerred exoapt
In the maner reaslired by the charter
and by-laws of this Company."'
ARTICLE K-The sames sad post
offle address of th s~uberlbers of
these articles of tanrorpatien ad
statement of the namber of shares of
stoek which eat aros to take in the
earporation are: J sllas Bodaer, 15?
Delaroade strt. New OrleMn, la., IT
shars; Dora Dodugur. 1321 Masine
strst. Nw Orleau, I. 11 siha ;
Morris Dodeer, 301 esuln street,
New Orlteans shares.
Thau doas an edasse a ry offtle,
in the City of Now OrlsEa, oe the day
and in the meoth ead year first above
written, la the presea e of PFl J.
Paug and Jesase Natrel, competent
witnesses, who hereuanto sai their
names with the said pearer and ms,
notary, after du eadin of the whole.
(ORIGINAL IGNI'ED):
3. Bodenmser, 15 Delarede street,
Algirs, a., it sharas; Mrs Dora Bo
dange, 1831 Magasla street, Now Or
ens, a., 11 shares; I. Bodenger. 201
Segin stret, Alg  , s dhures.
Witnaeses: FeU J~f Oj~N o.
Notary Public,
I the mndesmE* Reeder e o Mort
p in ad for the Parish of Or
State a of Lislamn, do hereby
ertify that thim above aad foreysli
Act of io era of The Dora Bo
dagr Dry os al Notleos Cs. was
this day duty recorded in my offlee,
in Book 137. folio Newr Orklens,
Oct. 1th, 1322.
(StLa) OBT. SCOTT,
D. Roe.
oA tlst otr
(m aI w 13r.
Oetober 14, 195 -
Uitted States of Amerlea, State of
LIlsmen, Parstak of Orlens, City of
Net Orlean Be It hknos That on
this fourteenth (14) day of the meth
of October, in the year of our lard
ero theusad nine humlre sad tws
trw sa o t e l psenence ao the
nitSt~eats o Amresra the one hua
dd an4 to'y-eeat. before m, Wi
of Louisiana theresain reddia and ti
the reme aof as wirases hereis
ate nm and adrl.mmed, prem
ally - a ema ra the several
prseas whea oe a haerete s.
setibe, al shove the full ae of a
Slaws of thS tate at Lelame
,Uenlmty hot 3W ot 1314, relattv
p e a as ayhorenadr hasems o
S th u a r le end
te C rw ,
A3~~2ma L- Im nd
* r1we~i AN
·md
CHARTUR
sell and convey, as well as mortgage,
hypothecate and pledge property, real,
personal and mixed, corporeal and in
corporeal; to name and appoint such
managers, directors, officers, agents
and other employees as its interests
and convenience may require, and to
make and establish.' as well as alter
and amend, from time to time, such
by-laws, rules and regulations as may
be necessary and expedient for the
proper management and government of
the affairs of said corporation.
ARTICLE II.-The domicile of this
corporation is hereby fixed in the City
of New Orleans, State of Louisiana.
and all citations or other legal process
shall be served upon the President of
this ck*poration, or, in his absence,
upon its Secretary-Treasurer, or Vice
I'resident.
ARTICLE I.--The objects and pur
poses for which this corporation is or
ganized and the nature of the business
to be carried on, are declared to be: To
buy and sell, handle, make and manu
facture furniture, of every character
and description; to buy and sell In re
tail or wholesale, rugs, carpets, floor
covering of all kinds, ornaments and
toys, and generally all household goods
and effects of every kind and descrip
tion, and to establish branch stores in
other Parishes of Louisiana to carry
on said business, and generally to do
and engage in any other business, un
dertaking or enterprise connected with,
germane or incidental to the objects
and purposes hereinabove set forth or
completed by this character.
ARTICLE IV.-The capital stock of
this corporation shall be ten thousand
dollars ($10,0009.00). divided into and
represented by one hundred (100)
shares of the par value of one hun
dred dollars ($100.00) each, to be paid
in cash; which capital stock may be
increased to twenty-five thousand dol
lars ($25,000.00), which stock shall be
paid for in cash or in property or its
equivalent; or, if not in cash, then the
Board of Directors of this corporation
shall determine the value of such equiv
alent offered.
ARTICLE V.-All the corporate pow
ers of this company shall be vested in
and the management and control of its
affairs shall be exercised by a Board
of Directors composed of three stock
holders. A majority of said directors
shall constitute a quorum for the trans
action of all business. The directors
shall be elected annually by the stock
holders on the Third Tuesday of Jan
uary in each year. Each stockholder
shall be entitled, in person or by proxy.
to a vote for every share owned by
him, and all elections shall be held
under such rules and regulations as
may be determined by the Board of
Directors after fifteen days' notice by
mail of such election shall have been
sent to each stockholder at his last
known address. All voting shall be by
ballot. The directors thus elected shall
continue in office for one year, or un
til their successors shall have been
duly elected and qualified. Any va
cancy occurring on said board shall be
filled by the remaining directors for
the unexpired term; the said board
shall likewise elect the additional
members in case they should deter.
mine to increase the number of said
board; and all officers and employees
shall hold office at the pleasure of the
board, and all officers, directors and
employees shall also hold office at the
pleasure of the stockholders, who may
displace or elect the successor of any
one or all of them at any time at a
meeting called for that purpose by no
tice delivered personally to each stock
holder or deposited in' the postoffice
addressed to each stockholder at least
five days before such meeting.
The President may at any time call
such meeting, and if the President or
officers of the corporation refuse or
fail to call such meeting when re
quested by the holder or holders of ten
per cent of the capital stock outstand
Ing, then such holder or holders of
stock may personally, or through
proxy, call such meeting to be held at
the office of the corporation. If for
any reason the use of the office of the
corporation is refused, or it cannot be
used for such meeting, then the caller
or callers of such meeting may, acting
either personally or through proxy, ad
Journ said meeting elsewhere and there
hold It.
The first Board of Directors shall be
composed of Isaac Weiner, whose post
office address is 18i Delaronde street,
New Orleans Louisiana; Beanjamin
Blena. whose pstelafe address is 297
Delaronde street. New Orleans Lon
isiana, and Blins Weiner, whos post
office address Ia 403 Olivir street, New
Orleans. Louisiana, with Isaae Welner
as President. Elilas Weiner as Vice-Pres
Ident, and Benjamin Blean as Seoretary
Treasure
ARTICLE V-Ia case of dissolu
tlo Hliquidation or termlnation of this
charter by limitation or otherwise, the
affairs of the corporation shall be
liquidated by one or ere liqudators
elected by the stocholders, who may
provide the number of said liquidators
and vest them with sech power sad
authority as may by law be permitted,
fix the terms and onaditions upeo
which they shall serve aad their com
pensatio. aad prvde that in ease of
death or sulr of any one of sai
llqudaters the remaninag Iqldatuers
may fill the vaeaey or eottlane to
act on behalf of the eeroratki.
ARTICLE VIL--o stockhoer shall
be liable o reeapeible for arn osets,
contracts debts or fatlts of the ear.
peatkie, or any tof it ofilers, ner
stlen hav the offst of ndring twoi
ohartea onl tal tod or ete t
any steekholder to any Dablitybe ye
held ab him
ARTICLE VI.-Thio charter may
be modifed, cbhaged or alterud, or said
operatloe a maye dissa olvea with the
a oset of stobelder ownlg two
thirds of the etire emltal steek at a
general mattaig o the stekh rs
anvnead for teat pur after t
ter days' written t shall have
bena i to beach streeholder, maled
to him at his lst known address.
ARTIc  r-No stokholder sha
sell his rase i t e maeaa withot
he first ofere the me to the
of m reeters And said beard
sabll hav the right to urehas the
holders withi ten days thereafter at
the bk value as show by the lest
anual statesent
acros rs each aerti te stk These
shares shall net be treanserred s-pt
n the manu reired by the charter
asd by-laws of thas Company
ARTICLE . -The -e and pest
ofice address of the subscribers of
these artilesm of ierpratlon and a
statement of the nmbe of asbrs
stock which each agrees to take in the
arporation are: se Weier. 85
shares 18 Delareade street New Or
lean La.; Benjamin Edla, 85 shares,
207 Delarode stret. New Orlens, La;
Klnes Weian. S shares. 4 Oivier
srt, Now Orleas, Is.
in the CIt e New eren, on teb dy
and in the maoth and year first shove
written, in the p e of Richard J.
tenheus and Norris . WNolan. espe
tet witnese, who hereunto slgn thei
me otary, afsr due readln of the
(ORIGINAL IGNW ):
L Weiner, 18 Debreaede street, Now
Orleans, ., U shores;: 3ELena, 207
sheet. New Orleans La.. five (5)
shares.
Witanes R.' 1. Iteahoue, N. 3.
WEr. 3. 6mms
Notary ubiic.
I thn thearder et Meet.
In sad 1s Parl of Or
or f a u lensl , de herey
lehas etber 14h 1022,
CHARTER.
in residing, and in the preseace of the
witnesses hereinu:after named and under
signed, personally came and appeared the
several parties whose names are hereunto
subscribed, who severally declared that.
availing' themselves of the laws of the
State of Louisiana. in such cases made
and provided, and more particularly of
Art .:7 of the General Assembly of hoe
State of Louisiana of 1914. relating to the
creation. organization and formation of
corporations, they have covenanted and
agreed. and by these presents do hereby
covenant, agree and bhind themselves. .4
well as all other persons as may here
after be-ome associated with them, to
form a c(orporation fir the objects and
purposes under the articles and stilpula
tions following, which they hereby adopt
as their charter, to-wit:
AItTI('CIE I-The name and title of
this corporltion shall be STRANI) IDEN
TAI. COMPANY, INC.. and under its
corporate name it shall have power and
authority to have and enjoy corporate
existence for a period of ninety-nine
years fromn date here-of, unless sooner
dissolved Iv liquidation or otherwise. It
shall have power to contract. to sue and
the sited: to nimlke and use a corporate
seal, and to alter and break the same at
pleasure. to hold. r--.-oiv-. lceae, purchase.
transfer, assign., mortgage, hypothecate,
pledge or otherwise dispose of property.
real. personal or mixed. corporeal atd in
corporeal; to issue bonds. and. if desired.
to secure same by mortgage: to hold
stockas in other companies: to make and
elect omfers and directors: to make and
establish. alter and amend by-laws, rules
and regulations for Its proper govern
ment. as may be deemed necessary and
Proper for the extension of the business
In which the corporation it engaged.
ARTICLE II.--The domlnclle of this
corporation shall Ie in the city of New
Orleans, Louisiana: and service of pro
cess shall be made upon the President,
or. In his absence, upon the Secretary.
ARTICLE III.-The objects and pur
poses for which this corporation is or
ganized and created, and the nature of
the business to be carried on by it. are
declared to be as follows:
To engage in and conduct the general
practice of dentistry: to conduct a labor
atory; to buy. sell, manufacture, and
generally to deal in all articles. Instro
meats, apparatus and products of dental
laboratories. connected with or relating
to the practice of dentistry: to do and
perform all things appertanilng to and
incidental to the carrying out and proper
execution of the objects and purposes
hereinabove mentioned.
ARTICLE IV.-The capital stock of
this corporation is hereby fixed at the
sum of five thousand dollars ($5000.00),
and shall be divided into and represented
by fifty (50) shares of one hundred dol
lars ($100.00).
Said stock shall be paid for In cash, or
by property, or services actually readered
to the corporation, or other equivalent of
cash. as provided by law, and in such
manner and at such time and in such ln
stalments as may be prescribed by the
Board of Directors.
This corporation shall become a going
concern and shall be authorized to com
mence business as soon as all of Its capi
tal stock shall have been subscribed and
fifty per cent of all stock subscribed for
shall in fact have been paid for. either In
cash or its equivalent.
ARTICLE V.-The capital stoek of this
corporation may be increased to the sum
of ten thousand dollars ($10.000.00) by
vote of two-thirds of all the stock present
or represented at a special meeting calle4
for that purpose, or at a regular sanual
meeting of the corporation.
ARTICLE VI.-All certificates of stock
issued by this corporation shall be signed
by the President and countersigned py
the Secretary.
The stock of this corporation can be
transferred only on the books of the cor
poration. and subject to such regulations
and formalities as may be by the Board
of Directors from time to time pre
rsried. No stockholder shall he per
mitted to sell or otherwise dispose of his
stock without first offering the name in
writing to the other stockholders, through
the Board of Directors. at a price sot
exceeding the book value thereof; and
maid stockholders in proportion to their
holdings, shall have an option and first
right to purchase, at the book value of
such stock, on December 31st, last pre
ceding, all the shares of stock to be thus
dispoaed of by sale or otherwise of say
of the stockholders, and shall have a pe
riod of ten days in which to accept or
decline said offer. Should the stockhold
er decline to purchase said stock. then
seuh stockholder Is at liberty to sell or
dispose of the stoeek. and may do so in
any manner and at any price he may
deem ft.
Each share of stock Is issued herein upon
the conilition and understanding that
no stockholder shall sell or otherwise
transfer his stock in violation hereof, sad
any such sale or transfer. if made. shall
be void. and this corporation shall bh
nunder no obilgation to list alid stock on
its books or to regard the holder of the
certlficate thereoft.
ARTICLEB II.-The corporate powers
of this corporation shall be vested In
and ex~relsed by a board of net less
than three nor more than six directors,
at the option of the stockholders. two to
;onstitute a quorum when there are three
directors: three to mcntste a quorum
when themr are moe than three and ess
than sal diretos: and four to eaotituto
Squorum habould the be al dinreeters,
for the trapsectina of hMnems. The dt
oetors of the eorporation may vote In
nersoea or by written or ktelegkrple proxyr
st anr of the meettws of the Beota of
twrietorsm: and the Basrd of Dirtors
-'v deewae ay of its powers to any
i o•ee or noeers. or any othe r weeen
Statl, ie t the mornorsttin. by apreprite
restion to tha t eft.
The frt Bourd of ilretors of this ee*.
',ratte shall he eunmnoe of the fol
l •owi g: - Jaes T. Faust. Ernet clinte
I nwana. Robert wast. with the fellow
lag as offcm: Joempb 1. ham. Prei
Great Oaks afrom Little Acorns Grow A
Sarin is g as.tter of hphi.
Ad he habit pow,r je
To ac the uhabi whym
pot with umaU o Ip isis
pmacce the habit wham .ier
with l~a er an.
So encsaa e the rile lo.
lows to itaut a avi wacct
with mat nce, ald watch
the habsguow.
wwamY ---rts,. .AN
CHARTER.
dent and Treasurer: Ernest Clinton
Swanson, Vice P'resident and Manager;
Robert Faust. Secretary; and they shall
serve until the third Tuesday in Novem
ber. 1t2:I.
The direntors shall lie elected annually.
at a neetinog held on the third Tuesday
Sin Novemntbe.r after such due. Notice of
said lmeeting shall be given fifteen days
prior to the ldate of said meeting. In
writing. eint lby mlil to each stock
holder. at his I:ist known place of resi
deince. Tile Ito,:rd of Iirectors may
change theli daite of said annual meeting
to anly other da:ti. by written notice to
th:lt offi. t, sent at least fifteen days
prilr to thle date tor which said annual
ne.,tinig sh:ll Ih. changed, directed by
Imail tio each stockholder, at his last
known ;Il:,'. of residene'e.
REai- stokholidler shall. at such annual
min.ting or other meeting, general or
spec.ial. Ihe entitled. in person or by
proxy. written or telegraphic. to one vote
for e,:nlh sha:re of st,,ck owned by him.
The i eletion sh:nil he held under such
rules ;and reguiltiono nsas may he from
tinme to timlie determined by the Board
of Irirestor..
The dirn.-ectors,- when heheted. shall hold
offuice for ,one yer. or until their nucces
sors shall ha:ve been elected and qualified.
and fInilure to hold the annual moeting of
stocnkholders. or to elect annually direc
tors. shall not operate the forfeiture Of
this charter or any rights thereunder.
Any vacancy occurring in the Board of
Dir-,-tors may Ie filled by the directors
for thel.unexpired term.
ARTI('LE VIII.--This charter and act
of inocorporation may be changed, modi
fied. altered or amended by and with the
consent of three-fourths of all the stock
proesent or re.presented at a meeting. gen
eral or specwial, held for that purpose:
and suc.h nlmendments may be materiet
or immaterial. subject only to limitation.
as may ble by law provided; and this
coorporation shall have the right and
power to inc-rea:se its capital stock, as
hereinbefore set out. and any increase of
the capital stock in excess of the amount
named herein as the amount to which
capital stock may be Increased. may be
made by a three-fourths vote of all out
standing stock.
ARTICLE IX.--Notice of any and all
meetings referred to in this charter, or
required by law. shall be gifen in the
manner provided for giving notices in
the case of election of directors, or by
publication of nsuch notice for fifteen days
previous to such meetings in any dally
newspaper In the city of New Orleans,
unless the notice of such meeting shall
have been waived; the stockholders and
directors having the right by this eharter
to waive notices at any time, sad for any
meeting.
ARTICLE X.-In case of the dissolu
tion, liquidation or termination of thli
charter, by limitation or otherwise, the
affairs of the corporation shall be liqui
dated by one or more liquidators elected
by a two-thirds vote of the stockholders,
who may provide the number of said
liquidators and vest them with such
power and authority as may be by law
permitted, fixing the terms and condi
tions upon which they shall serve, sad
their compensation, and provide that in
camse of death and disability of any one
of said liquidators, the remailaing liqul
dators may fill the vacancy or continue
to act on behalf of the corporation.
ARTICLE XI.-No stockholder of this
corporation shall be liable or responsible
for any costs, contracts, dibta or faults
of this Company, or any of its eoeers;
nor shall any mere informality in organ
lsation have the effect of renderinag this
charter null and void, or of exposing a
stockholder to any liability beyond the
unpaid balance due on the stock held
by him.
ARTICLE XII.-The subscribers here
to have written opposite their names the
number of shares subscribed to by each
of them, and their poatocee addresses,
so that this charter may serve as a sub
scription list; all of which subseriptions
are payable in the manner and form set
out herein, and as provided for in Act
267 of the General Assembly of the Stats
of Louisiana of 1914.
Thus done and passed, at my oeoe, li
the city of New Orleans, on the day sad
in the month and year herein first above
written. and in the presenea of J. IL
Sour and G. 8. Wren. competent wit
nesses, who have hereunto silged their
names, together with said appearers, sad
me, notary, after duo reading of the
whole.
(ORIGINAL SIGNED):
Joseph T. Faust, 1T shares, 9 Strand
Bldg., New Orleans; Dr. U. C. Swanson,
New Orleans. 17 shares, 3M Strand B3l.g
Robert Faust, 1. shares. 7 t
Bldg.. New Orleans.
Witnesses: J. M. Souer, 0. S. Wren.
WILLIAM J. OUTIW.
Notary Pabile.
I hereby certify the above sand fre
going to be a true and corect espy of
charter of Strand Dental Cempany, lne..
passed before me oe November I& 0.
WILLIAM J. OUTJS
(Seal) Notary Faus
Recorded is IL 0. B. 179,, ý -.
NovGl-DeeSt
'PEP' MOST EXPRESSIVE WOID
Part of Sport-ng Vee ary sad
Come Prem Poppor and OrWgmad .
In BaaseblL
The word "pep. for It' mew Is
part ot our pure vocabulary, eaa
frm "peppe." sed yeamr s I t he
lingo of the dlmoud, aiwal wldt
was the dietary or gastremeee -a
cesar to sgagr. Dell plsr w~et
from "glnger" to'ppppar." "qPege
became "pep" and & meet eag odg
word hrons Its way lae tehe vea ld l
of the cultured