Newspaper Page Text
Friday, September 4, 1953
THE SOUTHERN ISRAELITE
LEGAL NOTICE
APfllCATKJN FOR AND
ORDER GRANTING CHARTER
GEORGIA
FULTON COUNTY
TO THE SUPERIOR COURT OF SAID COUNTY:
BEN GOLDEN, of 1218 Stillwood Drivo,
N. E., Atlanta, Georgia, J. C. THIEME, of 311
West Rugby Avenue, College Park, Georgia,
and E. U. TITUS, of 1328 Oakfield Drive,
S. E., Atlanta, Georgia, hereinafter called ap
plicants, bring this application for the grant
ing of a charter for a private corporation,
and show to the Court the following facts:
1.
They desire for themselves, their associates
and successors to be incorporated for a
period of thirty-five (35) years, with the right
of renewal thereof, as provided by law,
under the name and style of
CEMENT ENAMEL OF GEORGIA, INC.
2.
The principal office and place of busi
ness shall be located in Fulton County,
Georgia, with the power to conduct its
businesses, carry on its operation, and have
offices and exercise the powers granted by
this Charter in any state, territory, district
or possession of the United Sttaes.
3.
The purpose and object ^of said corpora
tion is pecuniary gain and profit to its
stockholders. The general nature of the
businesses to be transacted, and the cor
porate powers desired are:
To manufacture, buy, tell, apply, use,
Install, and generally deal in cement, paint,
brick, stone, lumber, tile, asphalt, sand,
plumbing material and supplies, water
proofing materials, preparations and sup
plies; and any and all materials and sup
plies capable of use in any kind of construc
tion or building and to acquire and dispose
of processes, methods, inventions and let
ters patent, relating to all of the above ma
terials and to generally carry on the busi
ness of dealers in supplies and installers and
suppliers of all types of building materials
and supplies.
To lease, buy, dispose or, sell, exchange
and acquire all kinds of real, intangible and
personal property, and the rights to engage
in and conduct any similar business neces
sary and proper that may be lawfully con
ducted in connection therewith. To do every
thing necessary, proper, advisable or con
venient for the accompl jxhment of the pur
poses hereinabove set forth and to do every
other act and thing incidental thereto or
connected therewith.
To acauire, and pay for in cash, stock or
bonds of this corporation or otherwise, the
good will, rights, assets and property, and
to undertake or assume the whole or any
part of the obligations or liabilities of any
person, firm, association or corporation.
In time of war to transact any lawful busi
ness in aid of the United States in the
prosecution of the war.
To do all things, subsidiary, necessary or
convenient for carrying out and into effect
the purposes and objects of said corpora
tions.
To guarantee, endorse, assume, undertake
or become surety on any debts, obligations,
liabilities, contracts or notes of any person,
firm, association or corporation whether or
not it relates to any matters in which this
corporation has a direct interest.
Without limiting the generality thereof,
to have all of the above powers and enjoy
all the privileges enumerated in Section 22-
1827 and Section 22-1870 of the Code of
Georgia and all other powers and privileges
enumerated herein are mode a part hereof
to the same extent as if tame were set out
vertatim herein.
The maximum number of shares which this
corporation may henceforth have outstand
ing at any one time shall be 2,000 shares, of
which 500 shares shall be 6 per cent Non-
cumulative Preferred Stock of the par value
of $100.00 per share amounting in the ag
gregate to $50,000.00 and 1500 shares of
Common Stock of the par value of $50.00 per
share, amounting in the aggregate to $75,-
000.00.
The corporation shall be authoried to is
sue fractional shares of its capital stock.
Each holder of record of Common Stock on
the date fixed for determining voting rights
shall have on© vote for each share thereof
held of record by him on such date and the
proportionate fractional vote for each frac
tional share of such stone he’d of record by
him on such record date.
The respective designations, preferences,
privileges, voting powers, restrictions and
qualifications of the Preferred and Common
shares shall be as follows:
1 Dividends. Out of the assets of the Cor
poration available for dividends the holders
of the 6 per cent Non-Cumulative Preferred
Stock of record on the books of the cor
poration on the 15th day of the month next
preceding that in which the dividend is paid
shall be entitled to receive, if and when
declared payable by the Board of Directors,
dividends in lawful money of the United
States at the rate of 6 percent per share per
annum and no more, payable onnuolJy on
such days at may be determined by the
board of Directors before any dividends
shall be paid upon or set apart for any
other stock of the Corporation, and such
dividends on the Preferred Stock shall be
non-cumulativ*.
2. Preferences on Liquidation. In the event
of any liquidation, dissolution or winding up
of the Corporation or reduction or decrease
of its Capital Stock resulting in a distribution
of assets or any portion thereof by way of
a return of capital to its stockholders, other
than by way of dividends out of net profits
or out of earned surplus of the corporation,
without regard to whether such actions are
voluntary or involuntary, the holders of the
6 percent Non-cumulative Preferred Stock
shall be entitled to receive, for each share
thereof, the sum of $100.00 per share to
gether with all dividends accrued, before any
distribution of such assets shall be made
to the holders of any other stock of the
Corporation; but the holders of said Prefer
red Stock shall be entitled to no further
participation in said distribution. 1f upon
such liquidation, dissolution, winding up,
reduction or decrease, the assets distribu
table among the stockholder* shall be in
sufficient to permit the payment of the full
preferential amounts aforesaid, then the en
tire assets of the Corporation shall be dis
tributed among thhe holders of said Pre
ferred Stock then outstanding ratably in pro
portion to the full preferential amounts to
which they are respectively entitled.
3. Redemption and Repurchase. The Cor
poration may, at its option expressed by
vote of its Boord of Directors, at any time
and from time to time redeem the whole of
any part of the 6 per cent Non-cumulative
Preferred Stock at the redemption price per
share of One Hundred and Six ($106.00) Dol
lars, "plus any dividends at the time ac
crued or in arrears, with interest on any
dividends in arrears at the rate of 6 per
cent as aforesaid. Notice of any proposed
redemption of said Preferred Stock shall be
given by the Corporation by mailing a copy
of such notice, at least 30 days prior to the
date fixed for such redemption, to the
holders of record of the Preferred Stock to
be redeemed, at their respective addresses
then appearing on the books of the Corpora
tion. Any such redemption of said Preferred
Stock shall be by lot if less than all. Such
selection by lot shall include either selec
tion by share or selection by eertifieote and
shall be in such manner as is directed by the
Board of Directors of the Corporation. The
stock and transfer books of the Corpora
tion may, at the discretion of the Board of
Directors be closed for a period of five days
in order to facilitate drawing by lot. From
and after the date fixed in any such notice
as the date of redemption, unless default
shad be made by the Corporation in proetd-
By LEAH W. LEONARD
Author of “Jewish Cookery”
Thoughts of Rosh Hashonah
bring forth hopes and prayers—
peace for all the world, first and
foremost; health, happiness and
purposeful living for all in this
land and every other on the face
of the earth. Nostalgic memories
of family gatherings around the
festive table rise up through bur
dened consciousness. We remem
ber the special preparations in
every realm of the house, espe
cially the kitchen. The mixings
and stirrings, the baking and dec
orating of cakes, the “Lekach”
(honey cake) that Granny made
ing funds sufficient for such redemption at
the time and place specified for tne pay
ment thereof pursuant to said notice, all
dividends on the shares called for redemp
tion shall cease to accrue; and from and
after date so fixed, unless default be made
as aforesaid, all rights of holders of shares
so called for redemption as stockholders of
the Corporation, except only the right to re
ceive when due according to said notice the
redemption funds to which they are entitled,
shall cease and determine. In case of a
call of less than all of the stock represented
by a single certificate, if any stockholder
shall fail to surrender such certificate stand
ing in his name for the purpose of having
the same reissued, after deducting there
from shares called for redemption, the
Corporation may withhold further dividends
upon the total shares evidenced by said
certificate until said certificate is surr
endered.
4. Voting Rights. Holders of the Preferred
Stock shall not be entitled to vote except as
follows:
(a) As may from time to time be manda-
♦orily provided by the laws of the State of
Georgia.
(b) If at any time dividends on any of the
outstanding Preferred Stock shall be in de
fault in an amount equivalent tp $12.00 per
share or more.
(c) The Corporation shall do some act in
iolation r* the restrictions herein contained
for the bt.tefif of the holders of the 6 per
cent Non-cumulative Preferred Stock.
Upon the happening of any one or more
of the events stated in sub-paragraphs (b)
and (c) there shall accrue to the nolders of
tho 6 per cent Non-cumulative preferred
Stock the right as a class to elect the mini
mum number of Directors which will consti
tute a majority of the Board* of Directors at
the time and from time to time, and such
right shall continue until erf I dividends on
the 6 per cent Non-cumulative Preferred
Stock shall have been paid in full.
If the 6 per cent Non-cumulative Preferred
Stockholders, at any time, shall become en
titled to elect directors, the proper officers
of the Corporation shall, upon the written
request of the holders of record of at least
50 per cent of the 6 per cent Non-cumulative
Preferred Stock then outstanding, call a meet
ing of the stockholders, Common and Pre-
ferred, for the purpose of electing Directors.
The terms of Directors then in office shall
cease as of the date of such meeting and
thhe Stockholders shall proceed to elect Di
rectors as a class to the number to which
each class is then entitled. If the right of
the Preferred Stockholders to elect Di
rectors shall thereafter cease, on the written
request of the holders of 50 per cent of the
Common Stock then outstanding, the term of
office of the Directors elected by the Pre
ferred Stockholders shall cease and the re
maining Directors shall fill the vacancies
thus caused until the next annual meeting
of the stockholders.
Except as expressly required by law or as
herein otherwise provided, all rights to vote
and oil voting power shall be solely vested
n the Common Stock, each holder of such
stock being entitled at every meeting of
stockholders to one vote for every shore of
such stock standing in his name on the books
of the Corporation.
3.
The holders from time to ti mo of the
Common Stock of the Corporation shall have
the right to purchase, at such respective equi
table prices, terms and conditions as shall be
fixed by the Board of Directors, such of the
shares of the Common Stock of the Corpora
tion as may be hereafter issued, from time
to time, whether constituting a port of the
common stock presently or subsequently au
thorized, and includng shares held in the
Treasury of the Corporation, in the respec
tive ratios which the number of shares held
by each Shareholder at the respective times
of such issue bears to the total number of
shores issued and outstanding in the names
of all Share holders at such respective times.
5.
The amount of capital with which the cor
poration will beqin business shall be Five
Hundred ($500.00) Dollars, either in cash or
other assets, or a combination of the two,
and the said Corporation by vote of its
majority of the stockholders of the Common
Stock shall have the authority to reduce all
of the outstanding capital stock of said cor
poration to this minimum amount.
WHEREFORE, applicants pray that they be
incorporated under the name and style afore
said, with all the rights and privileges here
in set out, and such others as are not or may
hereafter be authorized by law, and appli
cants further pray that their application be
granted.
CHARLES W. BERGMAN
Attorney for Petitioners
1129 First National Bank Building
Atlanta, Georqia.
ORDER
The foregoing application for the forma
tion of a corporation to be known as
CEMENT ENAMEL OF GEORGIA, INC. hav
ing been presented to the Court, and it ap
pearing that said application is within the
purview and intention of the Statutes of the
State of Georgia; and it appearing further
that the applicants have conformed with the
provisions of law relatinq to the granting
of charters and it further appearing by
certificate of the Secretary of the State that
the name of the proposed corporation is not
the name of any otner exisiting corporation
registered in the records of said Secretary
of State;
IT IS ORDERED AND ADJUDGED that the
said application is hereby granted, and the
corporation is hereby created under the
name of CEMENT ENAMEL OF GEORGIA,
INC. and said applicants their associates,
successors and assigns are hereby incor
porated at prayed in said application, with
all the rights, powers, privileges and im
munities as prayed in said application and
as authorized by the law of this State.
This the 5th day of August, 1953.
(») JESSE M. WOOD,
Jodne, Superior Court, Fulton County.
At*. 14, 21, 2f; Sept. 4 . ja
with such pains-taking devotion,
the “Tzimmes of Carrots,” the
bowl of honey “symbolic of sweet
ness and tenderness, golden plenty
in the coming year’ that graced
the holiday table and was shared
by family and friends. All these
customs have been made the sum
total of Jewish continuity via the
kitchen all the more dear to us.
And this year, as in other years,
we must remember to serve one
or all the traditional “dishes” as
sociated with High Holidays.
Let’s bake some “Lekach’ as
follows:
“LeKACII” (HONEY CAKE)
4 eggs plus (4 cup strong coffer
1 cup sugar
2 tablespoons salad oil
314 cups sifted flour
114 teaspoons baking powdet
1 teaspoon baking soda
Vi teaspoon salt
1 teaspoon cinnamon
14 teaspoon ginger
Vi cup ground almonds
2 tablespoons brandy
Beat eggs with a rotary beater
in a large mixing bowl, adding
sugar gradually till the mixture
is light and creamy. Dilute the
honey in hot coffee and let cool
before stirring into the mixture.
Stir in the salad oil. Stir to
gether the dry ingredients and
add the raisins and nuts before
stirring till smooth. Add the
brandy last and fold in lightly.
Turn the mixture into a well-
greased and wax paper-lined
rectangular cake pan and bake
1 hour in a pre-heated oven at
310° F. Invert the cake in the
pan over a cake rack until cool.
Remove the paper before cutting
the cake into diamond shapes or
squares. May be left uncut till
ready to serve, but must be kept
in a covered container—the cake
compartment of the bread box is
fine.
* * *
TZIMMES OF CARROTS
Vi cup ground almonds
1 large bunch carrots (5 large
ones)
5 medium size potatoes
3 medium size sweet potatoes
% pounds brisket of beef
1 teaspoon salt
14 cup dark brown sugar or
honey
Cold water to cover
1 small onion
2 tablespoons flour
2 tablespoons chicken fat
(schmaltz)
Scrape the carrots and run the
serated edge of the potato peeler
down the sides to make the slices
more attractive. Slice carrots into
thin rounds or coins. Pare the po
tatoes and sweet potatoes and cut
into inch thick rounds. Heat the
pot, preferably a Dutch Oven, and
sear the brisket on all sides, turn
ing till nicely browned. Add the
carrots, potatoes and sweet po
tatoes alternately to distribute
well around the meat. Sprinkle
with salt and add the sugar. Add
cold water enough to cover about
an inch over all. Peel the onion
and make two cuts in it to permit
juices to flow freely but do not
cut apart. Bring to boil quickly,
skim slightly, reduce heat and let
simmer gently for 2% to 3 hours.
Shake the pot gently from time
to time, but DO NOT STIR CON
TENTS. Water may be added to
prevent sticking. Remove the
onion as soon as meat is tender
enough to pierce easily with a
fork. Make an “einbren” or
thickening by browning the flour
in the melted fat in a small pan,
adding about V* cup of liquid in
the meat and vegetable combina
tion, and stirring till smooth and
free of lumps. Cooking over
moderate heat for 5 minutes helps.
Turn the thickening into the Tzim
mes, shake the pot gently to dis-
| tribute evenly, then turn the
serole or baking pan and bake 30
minutes 350° F. or until lightly
browned on top. The meat may be
turned once or twice to give it
additional crispy brown coating
on several sides. But do not mash
the vegetables in the handling.
Nothing is less attractive than a
“mushy” Tzimmes.
Variation: Add a “Knaidle”
made as follows:
1 cup all purpose flour
14 teaspoon baking powder
Vs teaspoon salt
1 teaspoon sugar
Is cup finely chopped beef suet
1 tablespoon minced parsley
(optional)
3 tablespoons cold water
Sift together dry ingredients.
Add the chopped suet and com
bine by stirring in the cold water
a little at a time to form a ball
of dough or dumpling. Divide the
Fogg .3
whole contents of pot into a cas-
dumpling into two or more parts
and tuck them into the Tzimmes
before turning into the casserole
for baking. Or, add the dumplings
as soon as the meat is tender,
cover and continue cooking on top
of stove at reduced heat.
A Happy New Year!
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