New Orleans Republican. [volume] (New Orleans, La) 1867-1878, 1870-10-09
CORPORATIONS,
CHARTER.
STATE OF LOUISIANA.

! therein residing personally appeared Messrs.
| Eugene Jacob Louis DutOur, James Alexander Mo-
ran Alexander Fuchs, Henry Tricou, Emile Victor
Audibert and others, the said Audibert, herein act
ing in his own i1dividMa, name, ana a. Seneral
| Clemendot, of Paris, France, from whom he holds
powers of attorney, as he declares, who declared
| that avans themselves of the rights afforded by
an act approved ON the fourteenth of March, 1855
entitled IAN act for the organization of corporations
for works Of public improvement ana utility" they
to form corporation for the purpose Of mannfact.r
ing and selling within this State the ANTlSEPTIC
vention promotive to health and comfort, and to
conduct the business Herewith connected, here
matter forth; the said corporaticn to be located
| n the city of New Orleans, and have established
the following charter accordingly:
ARTICLE l.
The name fthe said corporation shall be THE NEW
ORLEANS ANTISEPTIC AIR TIGHT WOOD BURIAL
CASE COMPANY. This title shall be engraved in
full around its seal, and i'll the centre Ut the seal
shall be an engraving to represent coffin.
ARTICLE II.
The domicil of said corporation shall be sssab-
Ished in the city OF New Orleans. Its duration
shall be twenty five years, to be computed flo4u the
date of this act, unless legally dissolved soOneE~
ARTICLE III.
The object of this corporation shall be-
l. The manufacture of the Antiseptic Air Tight
Wood Burial Cases, made according to cavest
granted to f. v. Audibert, Of New Orleans, by the
government of the United States; and said Burial
Cases coated with the antiseptc coating. in
formity with patent No. 1896, issued by the gov
ernment of the United States the twelfth of Nav
ia6a to Messrs ) NJ. Dufournet and L. Ciemendot
OF Paris France the right Of application in and to
which patent the said Audibert, acting in his ca
pacity of general agent OF said patentees hereby
transfers unto this corporation, to be used only
within this State
D The Embalment Of the dead after Emile Victor
Au,libert's new process, the burial and exhuma-
ton Of the dead in New Orleans and throughout the
State Of Louisiana to promote the public health,
and the forwarding of the remains of the dead from
point to point in the United States elsewhere
already sanctioned by the Medical Board OF the
French Empire, and by the Board of Public Health
''''0 ARTICLE ".
The capital Of said corporation is fixed at the
sum Of $50 eco, to be divided into five hundred
shares OF leo each; half Of which shall be pay
able at the time OF executing this act, and the
balance in notes, to be furnished by each stock
holder to his order, and by him Endorsed, pay
able at the donlici of the Citizens Bank of New
Orleans at sixty days from the date of these pres
ents In case OF non-payment of any of such notes.
the shares for which they have been furnished shall
be forfeited, and the directors, after ten days no.
tee to the drawers of said notes, shall have the
right to sell the said shares at public or private
sale, for the benefit of the corporation without re-
course to law Every transfer OF stock shall be
made on the books of the corporation, and be signed
by the trausreror or his duly appointed agent but
certificate OF stock shall be Issued unless paid LII
full.
In consideration of the transfer made by said E.
Y Audih.rt a. GENERAL agent of Ne,srs T. NJ Du-
tourret and Clcmendot, OF Paris, France, of the
right to the aforementioned patent to the extent
herein forth and no further but he the said Audi
bert reserves himself and for the benefit of the
aforementioned patentees the full ownership of
one hundred shares OF 100 each forming the first
capital stock OF this corporation; said one hundred
shares deemed paid up and exempt of amy contri-
button assessment whatever. And in considera-
ton of the transfer made by the said f. '. Audi
bert of his caveat for the construction OF the anti
septic collins and also for his process OF embalm-
ing the dead he, the said Audbert to him
self and for his benefit the full ownership of
INN red q forming the
capital stock of this corporation; said one hundred
shares deemed paid UP and exempt OF any contri-
button or assessment whatever
ARTICLE VI.
The said corporation shall commence its bust
ness within sixty days from the date of these pres
ents, ii within that period sum OF 5 500 shall
have been subscribed.
ARTICLE VII.
The business of said corporation shall be directed
by five directors TO be chosen by the majority of
the stockholders. This election shall take place
in the general meeting TO be held on the second
Wednesday OF January OF every year; put should
thu. directors be elected the day then fixed
the acting directors shall continue in office until
such new directors elected and enter upon
their duties. At the hrst monthly meeting after
their election the said directors shall select one of
their members to be President, who may De also
the Superintendent of tn. company, and they shall
also the time select another OF their MEM
hers 20 he Secretary who NAV be also the Treas
urer thereof Tile term OF both shall be one year,
from the date OF their election but both of them at
the end OF said term shall be re-egible In case Of
Secretary the Board OF Directors shall proceed i'm
mediatey the election OF his successor for the
remainder of the nnexplred term In case OF tenn
Temporary disability President or Secretary pro
ttmpore shall be elected By the Board OF Directors
as the ease may be- but the President shall never
act as Secretary and ii shall not be competent for
TN, Secretary at any time to discharge the func
tons of the President The directors shall nave the
right to make all bylaws and regulations that they
deem necessary for the general interest ~ the
Corporation consistant with the provisions of this
charter, and sh all have power TO NIL all vacancies
which may happen among the directors. arising
| out of the disqualification under this charter, by
the death or resignation OF any director. or his
absence from three consecutive meetings OF the
directors. ~
The following named persons shall be directors Of
this corporation durn. the first term, which will
last till the Thirtytirst of December. 1871 to wit:
Messrs J. A. Moran Is. Dutour, A. Fuchs IL. Trlcou
and (. V. Audibert.
ARTICLE *.
On the first "Wednesday of each month. the d.
recOrs will for the transaction OF the business
of the corporation quorum of three nan az all
times be sufficient for the transaction or hNSlness
| The directors shall have the power 10 make all
purchases compromises necessary TO carry Oh tne
| contract lease, borrow money declare dividends,
and invest in Inortga security and real estate
the profits of the corporation. The last day OF Decen-
Der of every year an account, showing the balance
of the business, shall be struck and the prohts OF
said business may then be dividedft be deemed adj
visable to do so. This corporation shall sue and be
sued in its corporate capacity, and plead and be I'M
| pleaded accordingly.
ARTICLE X.
The President shall be the legal representative of
| the corporation; all citations and 0tner ltsa,
notices concerning the corporation shall be served
upon him. 1t shall be his duty TO exercise gen
| eral supervision the affairs of the corpora
| ton. and to promote its welfare; and he shall De
the executive officer ofthe directors and take care
| that the measures adopted by them be taith1uli;H
| executed. He shall convoke and preside over al
| meetings, and shall annually report to the new
directors full statement of the condition OF te
| corporation, and recommend to their consderaton
such measures as he shall judge necessary and e1'
pedient.
| II shall he the duty of the Secretary to keep
of the Proeeengs OF the ia a that
! capacity he shall keep regular set OF commercial
books. He shall furnish to the directors 0aiahce
| sheet at the end of each month showing the true
| condition of the accounts of the corporation. lie
shall be the only custodian of the seal OF the cor,
| poration and together with the President shall
countersign all checks legally drawn by the Presi
dent and also all certificates of shares ana ainN 20
the latter, when lawfully issued, the seal OF the
corporation.
On the second Wednesday of January of each
year general meeting of the stockholders OF ,he
corporation shall be held to take in consideration
the annual ST atement of the general business and
condition thereof and to appoint directors lol ,le
ensuing year. These directors shall De CHOSEN os
a majority of the stockholders. each snare Deih9
entitled to one vote; but stakeholder must, IN or
der TO have the right 10 vote, have been owner %
| the shares sixty days before tne udit VI 'n' VI
ton. ANY stockholder by lawful mandate OF power
| of attorney, may authorize an attorney IN llcI !,
vote for him. and in his name place and stead. iT
| no event the Stockholders shall be Responsible Iol
| loss damage which may be sustained pS tn'
| corporation beyond the amount OF the shares oN
| them respectively owned; and all new stockhotcr
| shall hind themselves to comply with the reSui;i
tons herein above mentioned or those that may ID
lawfully made hereafter by the directors.
| ARTICLE XIII.
This charter may be modified or amended ant
the capital stock may be increased Win the con
sent of three -fourths of the stock represented il