The St. Mary banner. (Franklin, Parish of St. Mary, La.) 1889-1931, 1905-04-08
CHARTER
OF
N. BELL SON, Limited.
STATE OF LOUISIANA.
PARISH OF ST. MARY,
TOWN OF FRANkLlN.

presence Of the witnesses hereinafter named
and undersigned, personally came and ar.,
peared Matthew Bell, John -. Bell and
Parish of st. Mary, Louisiana who declared
and acknowledged unto me- said Notary
that availing themselves of the laws OF this
State relative to the organization OF corpo-
ratiOns of limited liability, they have cOven-
anted and do hereby covenant and contract
and bind and Obligate themselves and all
other such persons a 8 may hereafter become
associates with them herein to organize, form
and constitute corporation or body polite,
in law, under the style and title, for the OBJ
jects and purposes and under the conditions
and stipulatiOns following, to wit:
ARTICLE /.
The name and title of this corporation
shall be the NJ. BELL SON, LIMITED. and
under its said corporate name 1t shall have
the power and authority to exist and have
succession for a period of Ninety Nine ta9)
years from the date of this act OF ucOrpO-
ration aud under its said name it shall have
the power to contract, to sue and be sued,
to obtain and use a corporate seal, and the
same to alter or break at its pleasure; to hold.
sell, purchase, lease and convey, under its
corporate name, property. either real or
personal, corpOreal or incOrpOreal; to elect
and appoint such officers, directors, agents,
book keepers, clerks, and other representa-
tives and employees as the said corporation
may require 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 corporation, and the same
to change, altes or annul at pleasure
ARTICLE II.
The domicile of this corporation shall be
in the Town OF Franklin, Parish of st. Mary,
ST ate OF Louisa lana and all citations or other
legal processes shall be served upon the
Pre- sideDt, or in his absence, the Vice Presi-
dent or. in the absence of both, upon the
Secretary Of this corporation.
ARTICLE III.
The objects AMI purposes for which this
corporation is organized and the nature OF
the business to be carried on by it are hereby
declared to be to purchase and acquire the
stock in trade. good will, and mercantile
business OF Matthew Bell, and to carry on
and conduct general merchant .sing bust
ness in the Town of Franklin or elsewhere,
with power to buy. sell and exchange all
classes Of goods, wares and merchandise,
liquors. etc, and in fact, to do a general mer-
chandising bus mess, and to. if desired, oper.
ate in connection thereWt d " Wholesale and
jObbers business in such line or lines AS it
may desire to handle, and to open such
branch store 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, etc, and to borrow money and issue
notes and secure the same by mortgage,
pledge or otherwise. T.
ARTICLE ~.
The authorized capital stock of this corpo-
ration is hereby fixed at Fifty Thousand Dol
lars l$50.OO0C0] divided into Five Hundred
1901 shares of One Hundred Dollars 100000
each AL stock issued to be paid for in cash
or its equivalent in property or labor done
when said stock is issued.
This corporation shall be authorized to
begin business as soon as majority of the
shares of stock shall have been subscribed
for and issued.
ARTICLE V.
All the corporate powers of this corpora
ton shall be vested in and exercised by a
Board of Directors, composed OF three stock
for the transaction of business; the said
Board shall be elected on the first Tuesday
in March, 1906. and in each succeeding year
on the same day and month; OF which said
election fifteen days notice shall be given
prior thereto byywritten notices sent by mail
to each of the stockholders at least fifteen
holder shall be entitled to as many votes "a
lie shall have shares of stock, which may be
cast in person or by proxy, and a majority of
All votes cast shall elect. And in case of any
tie vote in said election or in any other bushes
matter or controversy arising at any meet
ing or meetings OF the stockholders or Of the
Board, the tie vote shall be cast by the Presi
date above specified shall not have the effect
u dissOlving this corporation, but the incum-
bent Directors or officers shall. in such event,
elected and qualified under n meeting held
after notice duly given as above prescribed.
Any vacancies occurring in the Board of
Directors shall be filed from the stock
holders by the remaining Board of Directors.
ARTICLE vi.
The officers of this corporation shall con-
sst OF President. Vioe-President, and Sec
rotary and Treasurer The Offices of Vice
and Treasurer or that Of Secretary
and Treasury may be held by one and the
If Directors The said officers Shall be cleo
ted by the Board of Directors at the same
time at which the Board OF Directors is cleo
ted, and the officers thus elected shall have
power to employ such clerks, book
keepers, agents and employees as are ne
cessary for the business OF said company,
and to fix the salaries Of same.
ARTICLE VII.
The following named persons shall consti- |
'ute the first Board of Directors;
sOudreaux, with NJ. Bell as President, John |
D. Bell as Vice.President and Treasurer, and |
Joseph Boudreaux as Secretary; and they |
shall hold Office until their successors are l
elected and qualified.
ARTICLE VIII.
All transfers Of stock of this corporation
must be made upon the surrender of the
certificate of stock and by or under the di-
Any stakeholder desiring to sell his stock
must nrst offer the same to the President Of
aid company, who shall have the option
# purchasing the same for the company or
yer annum. to be calculated from the date Of
he preceding inventory. This advance Of
en- p"r cent. to be accepted as the earnings
t said stock since said inventory, and to
void taking an inventory.
The President shall have ten days option
b which to purchase ON this basis and upon
lis failure to do so, then the party holding
aid stock for sale will have the Fight TO sell
he same to anyone desiring to purchase
he same.
AL stock shall have printed ON its face
Transferred to persons not originally
harter members Of said company, only
pom conditions named in ARTICLE VIII Of :
his charter"
No stakeholder shall ever be held liable or
for the obligations, contracts or ,
e6ts Of this corporation in any further sum :
han the unpaid balance due on the sub.
criptiOn on the shares of stock held by him.
or shall any informality in organization .
ave the effect of rendering this charter null. |
ARTICLE TX. II
This charter may be amended, altered or
lOdified, or the corporation dissolved, by ,
le vote Of two thirds t2-3) OF Its capital .
;ock, represented at meeti & called for
rat purpose, OF which meeting thirty days .
riOr notice shall be given by publication, .
nd written or printed notice in the manner
entiOned for other meetings. \
ARTICLE x, =
Whenever this corporation shall be dis :
lived by Limitation of its charter or other 8
Use, its affairs shall be liquidated by three t
to be elected at the meeting 1
He'd for that purpose, and after the service
i'd publication of the notice required in E
RT1CLE TX of this charter. Such commits. I
hall