New Orleans Republican. [volume] (New Orleans, La) 1867-1878, 1872-07-10
CORPORATIONS.
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DIEARTER..............-,,......CdA CHARTER
STATE OF LoUIsIAxA-PARIsH OF ORLEANS
CITY OF NEW ORLEANS.

-
STATE OF LoUIsIAxA-PARIsH or ORLEANS
CITY OF NEW ORLEANS.
Be It known that on this third dav Of june
in the yearOf our Lord one tn ssaud 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 and
commissioned and qualified, and IN the presence Of
the witnesses hereinafter named an undersigned,
Charles N. Conrad Henry Dugue, Tristraln Upper,
! Charles Angelo Conrad, Robert Bruce, and the
other persons whose names are hereunto sub
scTibed, who declared that, avai1g themselves Of
the provisions Of the statutes of the state Of Louis
lana relative to the organzationOf corporations 10
thisState they have coyenanted and agreed, and by
these presents do covenant. agree, anO bind them.
selves to form themselves into and constitute a
corporation for the objects and purposes and under
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 ears Fl ON the date Of this act.
1t shall have power to contract, 10 sue and be
sued, to acquire and own property, real and per
s0nal, TO make aud use a common seal and gener-
ally to do all things requisite and proper to csrry
ing into effect the objects for which it is estab
hshed.
ARTICLE n
The object and purpose Of this company Is to
manufacture and sell, aud 10 dispose to others of
the light to manufacture and sell or either in the
United States and elsewhere, the apparatus ma
chinery, or motor for running working sewing
machines, invented bV AdOlphe BOuchard and tor
which two pateuts have been Granted dated re-
spectively sixteenth January and seventh May,
1872, and numbered l22.802 and l-6,44l, as wen as
under any other patents that may hereafter be
issued to said BOuchaFd, in this country and else
where, for any improvements therein, or 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
fifteen hundred 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 patentsy and in proportion to
their respective interests therein as set forth in
an agreement between said owners entered into
before the undersigned notary, on the thirteth
day of May, 1872. and this in consideration and
full payment for their respective patent rights,
to be by them transferred to this 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
the Board of Directors shall determine, for the
benefit VI this company and as a working capital
ARTICLE ".
The affairs Of the company shall be managed by
a board consisting of a president aud four direc-
tors who shall be elected annually, their term of
office to commence on the first Monday of January
of each year, and Tristram Upper is herebycOn-
stiiuted the president, and AdOlphe BOuchard,
Charles NJ. Conrad, Henry Dugue and Robert Brnee
the directors Of this company, forming the first
board TO hold Office uatil the fret Monday Of Jan
nary 1873.
The president shall preside at l meetings Of the
said board, as well as OF the Stockholders, and
shall III connection with the Othef members Of the
Board Of Directors and under the restrictions
hereinafter imposed, be the executor of the affairs
of the company, aud all summons or notices,
other legal processes wherein the company may
be interested, shall be served upon him.
ARTICLE vi.
4. There. shall be q secretary and treas.
the other oceTS and employees of TIE conn conn
pany, shall be chosen by the Board of Di-
Tectors, who shall also fix the ntof conpen.
satlon OF salaries to be paid them provided, that
10 salary shall commence to run until profits
Shall be realized by the company sufficient to pay
the same; and, provided further, that the salary of
the president shall at time be- either increased
Or diminished during the year for which he has
ARTICLE VII.
The Board of Directors shall have full power to
do and perform all things necess airy 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 VIII
The president of the company shall, at least if
teen days before the expiration of his term of Of
fee 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 descrip
ton belonging to, and all the debts due by the
company, together with all other matters of inter
est connected Herewith.
ARTICLE TX.
At all meetings-of stockholders, where a vote is
taken, each stakeholder shall be entitled to vote
eheE n Re5S r By R5S96 the stock hsa or
shall be entitled to vote on more than fifty and
individual or firm on more than two hundred
wife, or a father tutor for minors shall be con-
sidered 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 eiter president or
director who does not hold at the date Of his cleo
ton and during his term Of Office and has not held
fOPat least ninety days prior to such election, at
least ten shares of the capital stock Of the com
pany.s
ARTICLE xL
No stakeholder shall be responsible for any debts
or obligations of the company beyond the capital
stock owned by him.
ARTICLE XII.
All certificates of stock shall &c signed by the
president and secretary Of the company and books
shall be kept open for the registry and transfer Of
lished 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
plete until entered thereon. No transfer of stock
shall be entered SO long as the party desiring to
transfer the shall be indebted to the COM
panyi cept with the consent Of the Board Of Di.
rectors.
ARTICLE XIII
Regular semi-annuaI meetings Of the stockhold.
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 the
capital stock.
failure, from any cause, to elect officers at the
date liked herein for that purpose shall not dissolve
the Company, but the directors then n office shall
hold over until another day shall have been fixed
and the election shall have been held. Due notice
of this meeting, veil as Of the regular meetings
shall be given by publication in two Of the city pa
pers.
Minutes Of the proceedings of all meetings.
either of he Board of Directors or Of the stock,
holders shall be kept and entered in books for that
purpose, which shall at all ti!nes during busnes
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 year or during the
existence Of any epidemic unless at least three
strictions Of article TX shall be represented
thereat.
ARTICLE XVII.
No business shall be transacted at any meeting
ing Of the stockholders unless quorum, consist
ing of a majority of the members representing
majority Of the stock shall be present and voting
This charter may be amended provided such
amendment be eOncurred in by tV hir6s of the
votes cast. Such amendments may Ju proposed at
either of the general meetings provided for in this