The herald., 1911-09-07
CHARTER
OF THE COMMERCIAL. LAW AND AID
JUSTMENT AGENCY, INC.
UNITED STATES OF AMERICA. STATE
OF LOUISIANA, PARISH
nRI Fans

y
OF ORLEANS.
BE 1T KNOWN, that on the twenty-eighth
day of the month of July, in the year of
our Lord one thousand nine hundred and
eleven and Of the Independence of the
United States of America the one hundred
and thirty-SiNth, before me, Sidney Francis
Gautier, notary public, duly commissioned
and qualified in and for the Parish of Or
leans, State of Louisiana aforesaid, therein
residing, and in the presence of the wit
neSseS hereinafter named and undersigned.
personally came and appeared the several
persons whose names are hereuntO SubScrib-
ed and who are all of full age of majority
and residents Of this city; and the said ap-
bearers declared that, availing themselves
of the laws of this State relative TO the or
ganiZation Of commercial corporations they
do by these presents, contract, covenant,
agree and bind themselves, as well as such
other persons rs may hereafter become assO-
ciated with them, 10 form and constitute
a corporation for the objects and purposes
and under the articles and StipuatiOns fol
lowing, TO wit:
ARTICLE |.
The name and title of this corporation
shall be the COMMERCIAL LAW AND ADJUST
MENT AGENCY, Incorporated. IL its said
name and corporate capacity IL shall have
and enjoy succession for the term of ninety
nine years from .the date hereof, and shall
have the power and authority to contract,
sue and be sued, to make and use a seal,
and the same TO break and alter at pleasure !;
10 receive, purchase, hold, lease, sell, eX-
-
both real and personal; TO issue CONNER
cial reports and commercial ratings, to issue
bonds, notes and other certificates or evil
dence Of Indebtedness to name and appoint
such managers, agents, directors and officers
as its business or interest and convenience
may require; and to make and establish as
Wen as TO alter and amend, from time TO
time, such bylaws. rules and regulations
for the proper conduct, management and
regulation OF the affairs of said corporation
as may be necessary and proper
ARTICLE ii.
This corporation shall be dOmiciled in tha
City Of New Orleans, and ali citations or
other legal process shall be served upon
the president, or in his absence upon the
secretary, and In the absence Of both, then
IN the manner directed by law.
ARTICLE III.
Inc OBJECTS and purposes for which this
corporation is organized and the nature of
me business to be carried on by it, is to
do general collection business, to deal in
commercial paper, to issue commercial re-
ports and commercial ratings, for profit. TO
BUY, sell and otherwise deal In all descrip-
d u. OF ponds notes or any other certificates
or evidence OF Indebtedness, as well as to
9uy, sell, mortgage, pledge and otherwise
zeal IN ooth real and personal property.
ARTICLE ".
The total authorized capital stock of this
corporate Is Ten Thousand (SIO,OOO) Dol
lars, divided into Four Hundred Shares of
twenty-five Dollars each. Subscription TO
STOCK OF this corporation shall be paid in
".
disc, labor or value, at sucl times and in
such amounts and with such notices TO the
subscribers as the directors of the corpora
ton shall deem for the best interest of all
parties concerned. No stock certifcates
shall issue to any person until the payment
in full OF the shares subscribed.
ARTICLE V.
All the powers OF this corporation shall
be vested in and be exercised by a Board
OF Directors, to be composed of not more
man seven nor less than three stockholders,
who shall be elected by ballot, at stock
holders meeting to be held for that purpose
on the First Tuesday Of the month of Au-
gust or each year, at the domicile of the
corporation. From and after the first Tues
day OF August, 1911, all elections of direct
ors as well as of all meetings of stockhold-
ers, except for the purpose of liquidating or
dissolution, or as otherwise required by law
ten days notice sent by mail TO his last
DESIGNATED address shall be given to each
person who appears as a stakeholder on
the books of the corporation.
Eacn stockholder shall be entitled to one
vote for each share of stock standing in
MS name on the books OF the corporation,
to be cast In person or by proxy, and the
majority of the votes cast shall elect The
Board of Directors shall have the power TO
MI an vacancies that may occur on the
The failure to elect directors on the date
ABOVE speclhed shall not dissolve the cor
poratlon, but the directors then in office
snail remain in office until their successor.
shall be given as above provided, and such
notices of election shall continue to be given
until the election is held.
majority of the directors shall consti- |
tute a quorum for the transaction of any
business. At Its first meeting following
each annual election, the Board of Direc.
tors shall elect President, Vice President,
a Secretary-Treasurer, and such other Of |
hcers as Ii shall deem necessary
The Board of Directors shall have power. |
IN It's discretion, to unite two or more OF |
noes, and to confer the same upon one per |
The Board of Directors may make and
establish, as well as alter and amend any
and all bylaws, rules and regulations neces-
sary ana proper for the support and man
agement of the business and affairs of the
corporation, not inconsistent with its char.
ter.
The Board OF Directors shall also have
IuIl power and authority to borrow money
through the president or some other duly |
authorized agent or agents; to execute |
mortgages, issue notes, bonds or other obi. |
CATIONS issue commercial reports and COM
reasonable and necessary for the proper
carrying on OF the business of the corpora- |
ton, and also to issue and deliver full-paid
shares OF stock, or bonds, or obligations OF
SAID corporation in payment Of labor, or
money borrowed, or property. or rights act
ually received by the corporation
ANY member of the Board of Directors
VINO may be absent from the domicile of
oy sickness from attending, may give a writ |
zen zen proxy to any other member of said
BOARD OF Directors to represent him in all
matters at any meeting of the Board Of
directors, whether general or special.
ARTICLE VI.
whenever this corporation NAV be dis
solved, either by Limitation or by any other
cause whatever, its affairs shall be liauidat-
ed by three commissioners, to be appointed
f. ~ a general meeting. of the stockholders
Ior the purpose OF liquidating, as hereinafter
provided, each share being entitled TO one
vote In person or by proxy.
Said commissioners shall remain in Of
snd nave been fully settled and liquidated.
~ inu snail have full authority and power
10 transfer and give title to all the assets
and property Of the corporation.
IN case OF the death, disability or resig.
nation OF one or more OF said commissio5.
Frs the vacancy shall be filled by election
" the surviving commissioners or commits.
Inc stockholders are especially empow-
ered by three-Iourths vote of the entire
stock, cast at meeting called for thar
purpose, to sell the entire assets Of This