New Orleans Republican. [volume] (New Orleans, La) 1867-1878, 1872-06-16
CORPORATIONS.
CHARTER. .....................C CHARTER.
STATE OF LOUIsIAEA-PARIsH OF ORLEANS
CITY OF NEW ORLEANS.

Tor the parish Of Orleans State az 6,Tsiana iri1
commissioned and qualified, aud in the presence Of
personally came and appeared Adolpke BouehaId
ShAiIes VI Conrad, Henry Dugue, Tristram Topper
mares angelo Conrad, Robert Bruce, and the
V.HtL persons whose names are hereuntO sub
scnbedg who declared that, awaiting themselves Of
Sne OF the statutes Of the State Of Louis
teiatlye 70 the organization Of corporations ia
TINS state they have cOvenanted and agreed and BIZ
thtse presents do covenant agree ana bind them
selves 70 form themselves into and constitute
corporation for the objects and purposes and under
ihe stlpulatons, conditions and regulations fol-
ARTICLE I.
The name and style of the eompanv shan he
TEE BOUCHARD SEWING MACHINE MOTOR
SOAPANi. Its domice is hereby established in
the city Of New Orleans and ita duration is 6xeJ
az twenty-five ears Il ON the date Of this act.
IL shau have power 10 contract, 10 sue and be
sued, 70 acquire and own property real and DER.
7ohal, 70 make and use q common seal, aud aeneF.
ally 10 do GIL things requisite and proper to earry.
lng INTO enfct the objects for which IL is estab.
ARTICLE IT,
Tie object and purpose Of this company is to
manufacture and sell, and 70 dispose to Others Of
ne llgh5 TO manufacture and sell, either in the
thiheFy, OF motor for running working sewing
machines, invented by Adolphe Bouchard, and Tor
spectlvely sixteeRth January aud seventh Nav
~, and numbered l22 802 and 146,44l as We as
tinder any other patents that may hereafter be
.ssued 10 said BOuchard in this country and else
where for any improvements therein, or for any
OlA'F 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
Lifeen hundred shares Of hundred dollars
each. Ofthis number, twelve hundred and eighty
hnares, representing one hundred and twenty eight
thousand dollars, shall be distributed among the
owners OF the said patents, and in proportion to
thelr respective interests therein as set forth in
an agree ment between said owners entered into
before The undersigned notary on the thirtieth
day Of Nay, 1872, and this in consideration ana as
Tlll payment for their respective patent rights,
TO be by them transferred to this company. The
remaining two hundred and twenty shares are to
0e held IN trnst by the president for the company
10 be subscribed for, sold or disposed OF in such
other manner, at such times and on such terms "a
the Board of Directors shall determine for the
benefit II this company and as a working capital
ARTICLE ".
The affairs of the company shall be managed BY
board consisting OF president and four direc.
tors, who shall be elected annually their term of
Office to commence the first Monday of January
Of each year, and Tristram Topper is hereby CON
slIuted the president, and Adophe BOuehard,
Charles M. Conrad, Henry Dugue and Robert Aruce
the directors Of this cOmpan,, fOlming the first
board 70 hold Office uutil the fret Monday Of Jau-
ARTICLE V.
The president shall preside at II meetings Of the
said board, as well as OF the stockholders, and
shall, In connection with the Othe members Of the
Board Of Directors, and under the restrictions
hereinafter imposed be the exect Ol Of the afairs
OF the company, and all summons or notices or
other legal processes wherein the company may
ne Interested, SHAH be served upon him.
ARTICLE VI
There shall be secretary and treas.
Jrer Of the compan , who together with
the other officers and employees Of the COM
Iany, shall be chosen by the Board of Di
rectOrs, who shall also x the amount Of cOmpen-
cation salaries TO be paid them; provided, that
70 salary shall commence to run until profits
anall be realized by the company sufficient TO pay
the same; and, provided further that the salary Of
the president shaH al no time De either increased
mi cd he fftT wifi h he haa
ARTICLE VII.
The Board Of Directors shall have full power to
co and perform all things necess airy or proper to
carry into full effect the objects and purposes Of
this charter. and which are mt in conflict with
any law Of this State. or Of the United states,
lie 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
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 descrip
ton belonging to, and all the debts due by the
company, together with all other matters of inter.
Get connected Herewith.
ARTICLE TX.
At an meetings Of stockholders where vote IS
taken, each stakeholder shall be entitled to vote
either in person or BY proxy on the stock held or
repTesepted by him: provided that no corporation
shall be entitled to vote on more than fifty andAO
Individual or firm on more than two hundred
shares. The shares voted on by husband for his
wife father or tutor for minors, shall be con-
Fidered voted by the party FASTING the same.
The majority Of the votes thus given shall prevail.
ARTICLE X
No person shall be eligible for either president or
director who does not hold at the date Of his cleo
ION aud during bis term Of re- and has not held
for at least ninety days prior 10 such election at
least ten shares Of the capital stock Of the COM
pany
ARTICLE XI.
No stOckholder shall be responsible for any debts
or Obligations Of the company Beyond the capital
stock owned By him.
ARTICLE XII
an certificates Of stock shall be signed by the
president aud secretary of the company, and books
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 OF his attor
ucy i'm fact and no transfer shaIl be deemed com
p.ete until entered thereon No transfer Of stock
shall be entered so long as the party desiring to
transfer the same shall be indebted to the com
panN; e. cept with the consent Of the Board OF d.
lectUrs.
ARTICLE XIII.
Regular semi-enuual meetings oftle stockhold
shall be held on the first Monday Of June and |
December Of each year, and the election tor Off
GERS for the ensuing year SHAH take place at the
after meeting.
al tue request of any three stockholders, owning
together not less than one hundred shares Of the
ARTICLE XIV. i
failure, from any cause to elect officers at the
date liked herein for that purpose shall not dissolve
he Company, but the directors then in office shall
hold over until another day shall have been fixed
and the election shall have been held. Due notice
Utths meeJing, well as OF the regular meetings,
shall De given by publication ia two Of the city pa
pers
Minutes of the proceedings Of an 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 al tifnes during busineP
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 OfeaCh year, during the |
existence of any epidemic unless at least three 1
f0uUhs of the capital stock voted under the re. |
strCtOus Of article " shall be represented |
thereat
ARTICLE XVII
No business shall be transacted at any meeting
ing Of the stockholders unless quorum, consist. |
tug Of a majority of the members representing a /
majority of the stock, shall be present and voting
This charter may be amended provided such /
amendment be COnCurred in by tv birds Of the /
either Of the general meetings provided for in this
charter at any meeting called IN accordance
with the preceding provisions. provided that the /
publication giving notice to the stockholders Of
such meeting whether regular or called, shall
state that amendment or amendments TO
the charter are 10 be proposed at such meetings
ARTICLE XVIII.
At the time Of the dissolution Of this charter, or
sooner 81 ordered by a vote Of twO-thirds Of the /