New Orleans Republican. [volume] (New Orleans, La) 1867-1878, 1872-06-08
C0RP0RATTONS.
STATE OF LoUISIANA-PARIsH OF ORLEANS
CITY OF NEW ORLEANS.

CITY OF NEW ORLEANS.
| Be it known that on this third day Of June
in the year of our Lord one thousand eight hundred
/ and seventy-two and of the independence OF the
United States of America the ninety sixth, before
| me, Nicholas Browse Trist, notary public IN ana
| fer the parish of Orleans State of louisiana duly
| commissioned and qualified and in the presence of
the witnesses hereinafter named ana undersigned
personally came and appeared Ad0lphe Bonehard,
| Charles NJ. Conrad, Henry Dugue Tristram Upper.
Charles Angelo Conrad, Robert Bruce, and the
other persons whose names are hereunto sub
scribed, who declared that ayailtng themselves or
the provisions of the statutes Of the State Of Louis
lana, relative to the organization Of cOrp0ratOns m
this State, they have cOvenanted and agreed and by
these presents do covenant. agree and DIno then
selves to form themselves into and constitute
corporation for the objects and purposes and under
the stpulatiOns, conditions and regulations FOL
ARTICLE L
The name and style Of the company shall be
THE BOUCHARD SEWING MACHINE MOTOR
COMPANY. Its dOmicile is hereby established in
the city Of New Orleans and its duration is fixed
| at twenty five years from the date Of this act.
IL shall have power to contract, TO sue and be
sued, to acquire and own property, real and per-
s29nai to make and use common seal aud gener-
any 70 90 al things requisite ard proper 60 carry
| lished.
! The object and purpose of this company is to
manufacture and sell, and to dispose 70 others Of
the light to manufacture and sell or either in the
| united states and elsewhere, the apparatus ma
/ chlnerY, or motor for running or working sewing
machines invented by AdOlphe BOuehard and tor
which two patents have been granted, dated re-
| S9peeuYely sixteenth January and seventh May,
1872 and numbered l22 802 and ls6,441, as Wen as
| under any other patents that may hereafter be
issued to SAID Bouchardr in this country and else
where, for any Improvements therein for any
other inventions having the same object in view.
ARTICLE III.
The capital stock of this company shall be one
hundred and fifty thousand dollars, divided into
| nIteen nnnured shares of one hundred dollars
| each. Ofthis number, twelve hundred and eighty
shares, representing one hundred and twenty eight
| thousand dollars shall be distributed among the
owners OF the said patents, and in proportion to
their respective interests therein set forth in
| an agreement between said owners entered into
| before the Undersigned notary, on the thirtieth
day Of May, l872 and this in consideration and as q
tull payment for their respective patent rights
| to be by them transferred TO thus company. The
remaining two hundred and twenty shares are to
be held IN trnst by the president for the company,
to be subscribed for, sold or disposed of in such
| other manner, at such times and on such terms
| the Board Of Directors shall determine for the
! benefit Of this company and as a working capital
ARTICLE ".
The affairs of the company shall be managed by
tors, who shall be elected annually, their term Of
| office to commence on the first Monday of January
| Of each year, and Tristram Topper is hereby con
/ stifuted the president and AdOlphe BOuchard,
| Charles NJ Conrad, Henry Dugue and Robert Bruce
| the directors OF this compans forming the 4rst
board TO hold office until the FIRST Monday OF jan
| uary, 1873.
! ARTICLE V.
The president shall preside at all meetings of the
| said board, as well as OF the stockholders, and
SHALL in connection with the other members Of the
/ Board of Directors, and under the restrictions
hereinafter imposed be the executor of the affairs
! OF the company and all summons or notices, or
| other legal processes wherein the company may
be interested, shall be served upon him.
ARTICLE VI
There shall be secretary and treas
lrer Of the eompanl, who, together with
| pany, shall be chosen by the Board Of DE
rectors, who shall also fix the amount of oOmpen-
satiOn salaries to be paid them; provided, that
no salary shall commence to run until pronts'
shall be realized by the company sufficient to pay
the same and provided further, that the salary Of
| the president shall at no time DO either increased
| or diminished during the year for which he has
| been elected.
The Board of Directors shall have fun power to
do and perform all things neces airy or proper to
carry into full effect the objects and purposes of
this charter and which are not in conflict with
| any law Of this State or of the United states, or
| the true meaning Of this act
ARTICLE VIM.
The president of the company shall, at least if
teen days before the expiration of his term of Of
| nee, render full and complete statement of the
affairs, financial and otherwise, of the company
| showing the contracts made, the amounts of sales
and the profits nd losses during the past year, the
nature and value of all the assets of every descrp-
| ton belonging to- and all the debts due bv the
company, together with all other matters of inter
est connected herewith.
ARTICLE TX
At all meetings of stockholders, where a vote ia
taken, each stakeholder shall be entitled TO vote
either IN person or BY proxy on the stock held or
represented BY MIN; provided, that no corporation
| shall be entitled to more than fifty and no
| individual or firm on more than two hundred
| shares. The shares voted on by husband for his
| wife or father tutor for minors shall be con-
| Lidered as voted by the party casting the same.
The majority of the votes thus given shall prevail
ARTICLE K
No person shall be eligible for either president or
director who does not hold at the dareOf his cleo
ton and during his term of office, and has not held
for at least ninety days prior to such election, at
! pany.
ARTICLE X.
No stakeholder shall be responsible for any debts
| or obligations OF the company beyond the capital
ARTICLE XII
All certificates of stock shall be signed by the
president and secretary of the company, and books
shall be kept open for the registry and transfer of
shares of stock subject to regulations to be estab
| hshed by the board. Transfers shall be made upon
said books, and signed by the holder or his attOr-
| ney in fact and no transfer shall he deemed COM
pete until entered thereon. No transfer Of stock
shall be entered long as the party desiring to
! transfer the same shall be indebted to the com
pany; except with the consent Of the Board Of Di-
rectors.
ARTICLE XIII
| Regular semi-annuaI meetings of the stoclbold-
ers shall be held on the first Monday of June and
| December Of each year. and the election for Off
GERS for the ensuing Year shall take place at the
| latter meeting.
special meeting may be called by the President
at the request of any three stockholders owning
together not less than one hundred shares Of tho
capital stock.
ARTICLE XIV.
failure, from any cause to elect officers at the
date hNed herein for that purpose shall dissolve
the Company. but the directors then in office shall
and the election shall have been held. Due notice
of this meeting as well of the regular meetings,
shall be given by publication in two of the city pa
pers
ARTICLE XIV
either of he Board of Directors of the stock
holders shall be kept and entered 10 books for that
purpose, which shall at al times during business
hours of business days be open to the examination
of any stakeholder.
ARTICLE XVI
No meeting of stockholders shall be held between
July and November Is of each ear, during the
existence Of any epidemic unless at least three
fOurths of the capital stock voted under the re.
strictiOns Of article TX shall be represented
thereat
ARTICLE XVII.
No business snail be transacted at anv meeting
ing of the stockholders unless quorum, consist
inc of a majority of the members representiug a
majority of the stock, shall be present and voting
This charter may be amended, provided such
amendment be COncurred in by tWOt hiris Of the
either of the general meetings provided for in this
charter or a any called in accordance