New Orleans Republican. [volume] (New Orleans, La) 1867-1878, 1874-02-26
CORPORATIONS.
NHARTER.......... ..CHARTkR.
STATE OF LoUIsIANA-PARISH OF ORLEANS.

Be it known that On this twentieth day OF jan
for the parish of Orleans and city Of New orleans,
therein residing personally appeared Messrs JACOB
William Hamn Sigmend Salomon Albert Sadnsky.
Riebm, Cyrus Hunter Ross, James Newton. and
sigmund Thuerkauf all OF this city: who
declared that, awaiting themselves OF the
the laws of this State of Louisiana for the oIgan-
lzation Of corporations in this State, they have
formed and instituted corporation for the pur;
poses and objects. and under the stipuations and
regulations following, to wit:
ARTICLEi.
This company shall be designated and formed
under the style and name OF the MBRCRANTS'
FIRE INSURANCE. COMPANY OF NEW ORLEANS,
and it's domicile shall be aud is hereby fixed in the
city of New Orleans, par ish of Orleans, State of
Louisiana, aid the president thereof, or, his
absence the secretary, shall be the proper officer
upon whom may be served citations notices and
other legal process against the said corporation.
It shall commence business soon as the re-
quistes of the law shall have been compiled with,
twenty. five years from the date of organization,
during which time it shall have and enjoy succes-
sion, contract, sue and be sued, hold, receive,
purchase, sell and otherwise convey, under Its
corporate name, property both real and personal;
shall establish such rules, bylaws and regulations
for the management of the company as may be
No cessary, provided such bylaws shall not be con-
trary to the stipulations of this charter or the
laws Of this State and shall possess in general all
corporations SAID company shall use a corporate
seal the device upon which shall be eagle. with
the name OF the company around It.
ARTICLE II.
The purposes for which the said Merchants Fire
Insurance Company of New Orleans is established
ard the nature Of the business to be carried on by
it, are hereby declared to be-
l. To effect insurance dwelling houses. stores,
sugaIhOuses, cotton gins, presses. and all other
buildings of every description; also, upon house
hold furniture, merchandise. and all other prop
er'y against loss or damage by fire or lightning.
2: To cause itself to be Ieinsured ia part or in
full with any other companies against risks upon
lVIi nh sh ms la
3. To establish agencies IN all the States and Tes-
'' y ~ ARTICLE H.
The capita, stock of the company is hereby fixed
at one hundred and nifty thousand dollars said
capital to be divided into shares OF twenty dollars
each, TO be paid as follows, viz:
All subscribers to the capital stock OF the com
pany shall, at tho time of subscription, pay five
per cent or one dollar per share in cash, OF, at
and for the balance they shal execute their note
to the company, payable in ten years from date of
this organization; said notes to be reduced and
on OF their pro rata Of the earnings OF the COM
pany and when 8" paid to be returned to ths
original sgbscEibeys or their heirs or assgns.
ARTICLE w.
I. The capital stock o! the company may az any
time be incre ased to the amount OF three hundred
thousand dollars BY, a resolution of the Board of
Directors, whenever deemed proper.
2. Transfers of stock will be made only on the
books of the company at its office; in New Orleans,
and until the stock is paid in full certificates
shall be issued without the consent and approval
OF the presidens and secretary OF the company.
ARTICLE Y.
The stockholders shall never be liable for the
losses OF the company i'll any larger amount than
what remains due on their stock notes.
ARTICLE vi.
There shall be made a full and Srue statement
annually from the books of the company, COM
rueacing on the fifteenth DAY Of January 1875,
showing up to date. The amount OF capital and
assets Of tue Company 2 The amount Of premiums
and loss. The Whole to b sworn to and sub
scribed by tho president and secretary, and to be
published ten times during said month in Iwo
newspapers OF the city of New Orleans
ARTICLE VII.
The MT profits arising from the business, as
ascertained by the aforesaid publications.. shall
be apportioned as follows, to wit:
First-One-f fourth OF the net profits shall bs set
aside as = reserve fund, for the purpose of in
creasing the assets OF the company, and shall be
invested in such securities bonds or mortgages as
the finance committee may deem advisable.
Seco2d-The remaining three-fourths to be d.
videi among the stockholders in due proportion
to the amount OF shares held by each to wit:
The sad profits to he payable in cash, annually,
at the office of the company, in New Orleans on
and after the first day of March, at the rate of
fifteen per cent upon all cash payments made On
their stock uetes pro rata and the balance of said
profits accrung to each stakeholder shall be in
dcrsed On his stock note By the secretary of the
company, and certificates or receipts TO that effect
shall be issued 10 all stockholders demanding it.
2 As soon the credits Endorsed on the stock
notes acCIung from the profits as above specified
shall have become equal amount to the face OF
hald notes. then the entire profits of the mrany
shan be paid in cash 10 the stock holders of the
company from and after the first day of March
each year. II il, however. expressly stipulated
That for the FIRST years viz: until the first day
Of March. 1876 all interests accruing from the
capital and reserve fnna shall DC placed intact to
the reserve fund, and no part of said interests
shall bs divided among stoo kholders or used for
expenses but that after said first of March, 1876
and net before the said interests fshall be consid
cred as part of the divisbe profits, and shall be
apporti0ued IL the manner herenbetore stipu-
lated lam. ne-fourth TO the iuad and
~. I.i CT ns1r En1, l.Ar.
ARTICLE VIII.
al. TIE .crD9Yate powers OF the company sfai
| be vested in, and its affairs administered by a
Board of Directors WHO shaii he selected from
among the stockholders. holding not less than
Eve shares in thei. own .ame; they shall be
elected a: = ting of the stockholders, convened
for tha. urpose at tho office OF the company on
the .rst Monday OF December Of every Alternate
wear, commencing in DcCembe 1876. upon adveT'
| tissmert for sen dava il TWO newspapers of the
city of New Orleans. At said meeting, AID at al
! elections each stakeholder holding live shares
les, his own Name sha! be entitled. either in
| reSson or by proxy. to one vote, and every add
| tional five shares shall entItle the holder thereo
| to one vote. The member5 81 the new board shat
,al.e. Their seats on tie thursday next follow ing
| the elections in December. 1876. and shall! then
| cleo. th. president and secretary. who shall
| hold their seats. Together with the mem
| beers of the board. tor two years, and I'm
til others qualified 20 act in their stead. he
officers Of The company shall consist of president
and {. secretary, who shall be elected by the Boare
! of Directors. The general agent. and such othel
\ agents clerks and employees as may be ssary
shall be appointed by he president, and shall bt
| removable ct his pleasure. The Board Of Direct
| Ols shall fix the salaries of Gll officers and EN-
| ,oyas of the company. The first board shall on
| sist Of six directors. who shall have the right
| whenever they think srOper, of increasing the
4 number to any number not to exceed twelve. Ts'
| first president and secretary are hereby declare,
to be as fol owe. to wit: ]. ". Hamm, president
| and s. Solomon, secretary who shall bold thei
seats, together with the Beard If Directors. unit
| the first election in December, 1876
! The presence OF four directors shall cor stitEte
| quorum .c- the transaction OF business. The pres
hen. may grant ieayeof absence 20 the dire ctors
officers and employees Of III. company Whenever il
hi. opinion it can be s.ons without detIiment Il
III. Interests Of the company. All vacancies 10 III
! boa! ! al.a!! DC allie! by the board.
ARTICLE TX.
! The NresideN', or in his absence. one ~ tht
directors elected for That purpose, shall preside "A
all me. ting. OF the board perform all the duties 9
! an executive officer. and shaii conduct al III
1 business OF the company generally. The secretal
| shall! perform the duties usually appertaining I
charge Of .h, agents al home. The duties Of al
! other mploy-s to be regulated By the president an
| secretary. Al! policies, checks and certificates {
stock to be signed by the ;resi.e.. and secretary
! ARTICLE <.
! There shali be y statad meeting Of the board q
| tie hgst SatGrda: an January. April. July and o.
toser Of each year. and also special meeting
! was never the president may shisk proper or ma
be :-,u s.td in within: by inajoI!ty OF Inc Uoart
ARTICLE XII
| This shar's. may b.. ALTERED amended or an
-. So. md the apaIy dissolved at any time at
s.t.!g' meeting of the stoc khOd.:s, .H6v. ned 70
rnat - rp1se hy the beard upon q petition to saI
board. a.ued by the holae,s of at least two third
! "f .i.e .atiEe stoc. al the company. after !hlTt
DAYS notice Published in tw" be "sp.pers III III
| ci' Of New orleans. provided that . majority
two-ilild. Of the entire stock ~ IT,. .oinpan. /
r. presented At said NEE: no, and ,ovded furtht
! tina; majority OF two third. az th., stock 80 rel
! IereBt.d .e obtained aOT the .4...Hie propose
az: voted o..
; ARTICLE ~
| .sessprstiHs Of TIL. charter ~. sco.ee, IL =
! ordered. proyided in 3he foregoing article. III
affairs OF the company shall be quidated by thre
mi .Gn.Ts 70 be- elected by the BOARD for
purpose. The board ma. eeGe to zach comm
| sioref- ~ power. Necessary - th. !qu datoL
ti" at.irs Of I'll. coip any. may tx their term .
"hl.s, limit th.iT period of liquidation. tx the
! compensation. define their ..utps and the mamie
! in Which they may Se ,.:a..5d OK .he.S :eGLI 4