The St. Mary banner. (Franklin, Parish of St. Mary, La.) 1889-1931, 1905-03-25
CHARTER
OF
N. BELL SON, Limited.
STATE OF LOUISIANA,
PARISH OF ST. MARY,
TOWN OE ER ANEIlN

BE 1T KNOWN That on this 18th day q
February, A. d.. 1905. before me. Charlie
Frank bosah, Notary Public. duly commits
stoned and qualified within aud for the Pal
lSh OF 1t. Mary, State OF Louisiana and il
presence of the witnesses hereinafter names
and undersigned personally came and ap
peared Matthew Bell, John ID. Bell an
Joseph BoudreauX, all residents of tn
Parish OF st. Mary. Louisiana, who declares
and acknowledged unto me, said Notary
that availing themselves OF the laws of thi
State relative TO the organization of corpo
rations II limited liability, they have coven
anted AMI do hereby covenant and contrac
and Dlnu and obllgate themselves and nj
other suth persons as may hereafter become
associates with them here in to organize form
and constitute Il corporation or body polite
IN law, under the style and title, for the oh
lectS and purposes and under the condition.
! and stiptlationS following, to wit:
ARTICLE l.
| The name and title of this CORPORATION
, shall be The NJ. BELL. son. LIMITED. an,
under its said corporate name it shall have
| the power and authority to exist and have
! years from the date of this act of incorpo
| ration; and under its said name it shall have
/ the power to contract, to sue and be sued
| to obtain and use corporate seal, and the
i same to uterO or break at it's pleasure: to hold
/ sell, purchase, lease and convey. under its
! corporate name, property. either real OF
personal corporeal or incorporeal; TO cleo,
and appoint such officers, directors, agents
book Keepers, clerks, and other representa-
| tives ane employees rs the said corporation
| may reqvire; to fix the salaries thereof, and
to make and establish such by laws, rules
and regulations as may be deemed expedient
for the proper conduct and management OF
the affairs OF said corporaticn, and the same
to change, alter or annul at pleasure.
ARTICLE II.
The dOnicile Of this corporation shall be
in the Town of Franklin, Parish of st. Mary,
state OF Louisiana, and all citations or other
legal processes shall be served upon the
Pre- sident, or ia his absence, the Vice Presi-
dent or, h the absence of both, upon the
Secretary of this corporation.
ARTICLE III.
The objects and purposes for which this
corporation is organized and the nature OF
the business to be carried on by it are hereby
declaredto be to purchase and acquire the
stock i'll trade. good Will, and mercantile
business of Matthew Bell, and to carry on
and contact a general merchandising bust
ness in tie Town of Franklin or elsewhere
with power to buy, sell and exchange ali
classes sf goods, wares and merchandise
liquors. &c, and in fact, to do a general mer-
chandisiDg business, and to. il desired, oper-
ate in connection Herewith a wholesale and
Jobbers business in such line or lines AS it
may desre to handle, and t. open such
branch sore or stores as it may desire, and,
IN the interest OF said business, to make such
advances as are required and to carry out
the purposes hereof; it shall have power to
receive security by way of mortgage and
pledge, &c, and to borrow money and issue
notes AMI secure the salne BY mortgage.
pledge OF otherwise.
ARTICLE w.
The authorized capital stock OF this corpo
ration ishereby fixed at Fifty Thousand Dol.
lars l$5o00eo j divided into Five Hundred
each Al stock issued to be paid for in cash
or its equivalent in property or labor done
when san stock is issued.
This corporation shall be authorized to
DeHIn guinness as soon majority Of the
shares ofstock shall have been subscribed
for and Issued.
ARTICLE v.
All Incorporate powers of this corpora.
ton shall be vested in and exercised by
Board ofDirectors, composed of three stock
holders 10 of whom shall constitute quorum
Tor the transaction of business; the said
Board shall be elected on the first Tuesday
in March 1905. and in each succeeding year
on the sane day and month; of which said
election fifteen days notice shall be given
prior thGeto by written notices sent BY mail
to each of the stockholders at least fifteen
holder shall be entitled to as many votes as
he shall lave shares Of stock, which may be
cast in person or by proxy, and majority of
an votescast shall elect. And in case of any
se vote SAID election or in any other bushes
matter q controversy arising at any meet
ing or meetings OF the stockholders or of the
Board, tie tie vote shall be cast by the Presi-
dent A failure to elect Directors on the
date abEe specified shall not have the effect
of dissohing this corporation, but the incum-
bent Dlrsctors or officers shall, in such event,
elected md qualified under a meeting held |
AFTER nOece duly given as above prescribed
Any VACANCIES occurring in the Board OF
Orector shall be filed from the stock
holders ~ the remaining Board OF Directors
ARTICLE vi.
The officers of this corporation shall con-
sist of aPresident, Vice-President, and Sec.
TTsASnFAF nf
Preslden and Treasurer or that of Secretary
and Treasury may be held by one and the |
same peHon, as decided upon by the Board |
ted by the Board of Directors at the same !
time at Which the Board of Directors is cleo. I
TED, andehe officers thus elected shall have
power 20 employ such clerks, book
;essary TOR the business of said company,
and to IL the salaries OF same
ARTICLE VII.
The folbwny named persons shall cousti.
ute the first Board of Directors:
Matthew Bell, john d. Bell and joseph
soudreax, with NJ Bell as President, John
D. Bell " Vice.President and Treasurer, and
Joseph 1Oudreaux as Secretary; and thew
mail nod office until their successors are
elected md qualified.
ARTICLE VIII.
All trassfers of stock Of this corporation
must be- made upon the surrender Of the
ertificak OF stock and by or under the di.
ection q the Secretary Of this corporation,
my stoakh0lder desiring to sell his stock
must hrA offer the same to the President of
aid company, wh- shall have the option
# purchasing the same for the company or
or hinaif at par value plus ten per cent. |
Ter amman, to be calculated from the date of
he preaching inventory. This advance Of
en- per ant. to be accepted as the earnings
said HOck since said inventory, and to |
void taxing an inventory.
The President shall have ten dsys' Option
q whichto purchase on this basis and upon
lis faille to do so, then the party holding
aid stodk for sale will have the right 10 sell ,
he SANE to anyone desiring to purchase
he same
All stock shall have printed on its face:
Transferred to persons not originally
harter members of said company, only
pom coalitions named in ARTICLE VIII OF
mis- chatter"
No oekhOlder shall ever be held liable or
esponsNle for the obligations, contracts or
eDts or his corporation in any further sum
nan the unpaid balance due Oh the sub.
.riptlO1 on the shares of stock held by him.
or shall any informality in organization
ave theeffect Of rendering this charter null |
ARTICLE IL.
This CHARTER may be amended, altered or |
lOdified or the corporation dissolved. bv
lie vote Of two thirds (2-3) Of Its capital
Ock, represented at meeti z called for
lat purpose, of which meeting thirty days
nor n0etce shall be given bV nuhIIcatiOn | G