New Orleans Republican. [volume] (New Orleans, La) 1867-1878, 1872-06-11
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! QUARTER ....................... tHAIsTaR.
STATE OF L0UIsIANA-rARIsH or ORLEANS
CITY or NEW ORLEANS
Be it known that on this third day Of JsAne,
in the yearof our Lord one thousand eight hundred
| United States Of America the ninety sixth before
for the parish Of orleans state 81 6uisiana duly
/ commissioned and qualified, and in the presence q
the witnesses hereinafter named ami undersigned
/ personally came and appeared Adolpbe BoGehard
Charles Angelo Conrad Robert Bruce. and the
| other persons whose names are herennto SUB
scribed, who declared that, awaiting themselves OF
the provisions Of tue statutes of the State Ell Louis
lana relative to the organization Of corpora fionau
these presents do covenant agree, ana bind them
sslves to form themselves into and constitute 2
corporation Tor the objects and purposes az o. tneE
the stpuiationa, conditions and regulations fol-
ARTICLE
The name and style Of the company shall be
| THE B0UCHARD SEWING MACHINE MOTOR
| COMPANY. It's domieile is hereby established In
the city Of New Orleans and ita duration Is fixed
1 at twenty-five Years from the date Of this act
It shall have power to contract to and be
/ sued to acquire and own property. real and per-
/ sonal, to make and use common seal and gener-
ally TO DO az things requisite and proper to carry
lng into effect the objects for which it'll estah-
ARTICLE IL
/ The object and purpose Of this company Is to
manufacture and sell and to dispose to Others Of
the right to manufacture and SELL OF either i She
United States and elsewhere the apparatus
/ chinery, or motor for running OF working sewing
4 machines invented by Adolphe Bouchard and Tor
which two patents have been granted dated re-
Sge5ctlyely sixteenth sJaIsgarg and seventh May.
under any other patents that may hereafter ba
issued 70 SAID BOuchard, in this country and else
where Tor any Improvements therein, for any
other Inventions having the same OBJECT IN view.
ARTICLE H.
The capital stock Of this company shall be ona
hundred and nifty Thousand dollars, divided into
4 fifteen hundred shares of one hundred doiiara
/ each. Ofthis number twelve hundred and eighty
/ SHARES representing one hundred and twenty eight
4 Thousand dollars, shall be distributed among the
| owners Of the said patents, and in proportion to
their respective interests therein as set forth IN
an agreement between said OWEers entered into
/ before the undersigned notary on the thirtieth
/ fun payment for their respective patent rights,
i to be by them transferred to this company. The
be held in trnst by the president for the company.
to be subscribed for, sold or disposed Of lie such
4 the Board Of Directors shall determine, for the
benefit Of this company and as working capital.
ARTICLE ".
The affairs Of the company shall be managed BY
/ board consisting Of 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 Iristram Iupper Is hereby cen
/ Charles NJ Conrad, Henry Dugue ind Robert Bruce
I the directors of this COMPANY, forming the first
poard TO hold office until the first Monday OF jan
ARTICLE v.
The president shan preside at all meetings Of the
said board, 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. OF
/ other legal processes wherein the company may
! be interested. shall be served upon him.
ARTICLE vi.
There shall be secretary and treas
/ the other officers and employees 81 the com
/ panY, shall be chosen by the Board Of Dt-
sation salaries to be paid theni provided that
no salary shall commence to .run until profits
the same; and provided fnrther that the salary Of
the president shall st no time be either increased
or diminished during the year for which he has
go 1'Ss' ARTICLE WI
The Board of Directors shall have fun power To-
do and perform al things necessary or proper to
carry into full effect the objects and purposes Of
| this charter. aud which are not IN conflict with
any law Of this State. Of the United states, OF
the true meaning Of this act.
ARTICLE YIN.
The president Of the company shall at least T.
teen days before the expiration of ha 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 descrp
ton belonging to- and all the debts due By the
company, together with al other matters Of inter-
/ est connected Herewith.
ARTICLE TX.
At meetings Of stockholders. where a vote Is
taken, each stakeholder shall be entitled 70 vote
represented bv him; provided that no corporation
shall be entitled to vote on more than htty and no
shares. The shares voted on BIZ husband for his
wife, or father OF tutor for minors shall be con
tidered voted by the party casting the same
The majority Of the votes thus given shall prevail
ARTICLE X
No person shall be eligible for either president OF
director who does not hold at the date Of his cleo
ton and during bis term of Office, and has not held
for at least ninety days prior to such election, at
pany.
ARTICLE III
40 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 be signed b the
president and secretary Of the company, aud books
shall be kept open for the registry and transfer Of
shares of stock, subject to regulations to be estab-
lished by the board Transfers shall be made upon
ney in fact and no transfer shall be deemed com
plete until entered thereon. 10 transfer Of stock
transfer tie same shall be inhibited to tia COM
pany; except with the consent Of the Board of Di-
reetors.
ARTICLE XIII
Regular senai-annual meetings of ths stOckhod-
ers shall be held on the first Monday Of june aud
December of each year, and the election for OIL
GERS for the ensuing year shall take place at the
latter meeting.
A 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
ARTICLE XIV.
A failure from any cause TO elect officers at the
date fixed herein for that purpose shalt dissolve
the Company but the directors then inefhce shall
hold over until another day shall have been liked
and the election shall have been held. Due notice
shall be given By publication in two Of the city pa
ARTICLE XIV
Minutes of the proceedings Of all meetings.
either OF The Beard Of Directors or Of the stock.
holders shall be kept and entered in books for thad
purpose, which shall at all times during oHsiness
hours OF business days be open to the e1amina uon
Of any stakeholder.
ARTICLE XVI
No meeting of 81 ckholders shall be held between
July ard November IS of each year, during the
existence of any epidemic unless &C least three
fourths Of the capital stock voted under the re-
strietions of article TX shall be represented
thereat.
ARTICLE XVII.
No business snail be transacted at any meeting
Z iny of the sfOC khOdera unless quorum, consist
q | nc If d maioritv of the members representing
h This charter may be amended, provided such
amendment be c0ueurred 10 by Two thirds Of the
E votes east. Suck amendments may be proposed at
either Of the general meetings provided Tor in this
: with the preceding provisions provided that the
notification qiVlu9 notice to tile stockholders OF