The herald., 1911-05-04

the persons whose names are EereuntO SUD
scribed, who declared, that, ayailing them
selves OF the laws Of this state relative to
the organiza tiOn OF corporations and the
provisions Of the constitution OF this said
state, have cOvenanted and agreed, and do
by these presents covenant and agree, obli-
gate and bind themselves. as well as such
persons as may hereafter became assO-
ciated with them, or body polite, under
the following articles which they adopt
as their charter, to-wit
ARTICLE l.
The name OF this corporation shall be
CAMPBELL PAINT COMPANY, with its
domicile in the city OF New Orleans, state
OF Louisiana, and il shall enjoy succession
for a period Of ninety-nine (99) years from
the date hereof. 1t shall have and exer-
else for the purpose of its business all the
powers conferred by law on similar cOrpor-
atiOnS, and shall be authorized to do and
perform any act and thing, and to conduct
any business not specially prohibited by
law to corporations
1t shall have power and authority to
receive. buy, own, hold, purchase, ALLEVIATE.
lease, rent, convey, mortgage, hypOthecate,
pledge or otherwise cucumber or dispose of
property. real, personal and mixed; TO is
sue bonds. certificates and notes or other
evidence OF Indebtedness, to borrow money
and secure same; to name and appoint its
managers and employees and TO fix their
compensation and TO discharge them al
pleasure.
1t shall have power to combine with any
other corporation or corporations.
1t shall have power to elect officers and
directors and agents to establish such by
laws, rules and regulations as may be ne
cesSary and proper for the conduct and
management OF its business and the same
to alter and amend, or abolish, at pleasure,
to make and use a seal or not at the dis
cretiOn Of the board.
1t shall have the right to increase or
diminish its capital stock, with no other
formalities than hereinafter provided, and
| according to law.
1t shall have the power and authority to
contract, sue and be sued in its corporate
name, and generally to do and perform all
such acts as may be necessary and proper
| to execute and carry out the purposes Of
| this corporation. 1t shall have power
and authority to enter into and operate
any kind of business, factory, plant or en-
| terprise, and to establish such agencies
| as ii may choose for the conduct Of its busi-
| ness here and elsewhere.
ARTICLE IL.
All citation or other legal process shall
be served upon the president OF this corpOr-
alton and in his absence or Inability 10
act, then upon the treasurer at the domi-
cile Of this corporation.
ARTICLE III.
The purpose for which this corporation
Is organized and the nature OF the business
to be carried on by it are hereby declared
TO be: To conduct a general paint busi-
| ness In all its Branches: to buy and sell
| wholesale and retail, and to deal in glass or
any other merchandise at wholesale or
| retail. To manufacture paints, or any
thing pertaining thereto or connected there
with in whole or In part To act as
agents or consignees for others To take
no of ot,tra IND
whatsoever, and to do any kind Of mercan-
| tile contracting or manufacturing bust
ness IN this state or elsewhere.
ARTICLE ".
The capital stock OF this corporation is
hereby declared to be ten thousand (S1O.-
OOO.OO) dollars, divided into one hundred
| (1OO) shares Of one hundred (Sl00 00D
dollars each-which said stock shall be paid
for in such amounts and on such terms
and conditions as the board OF directors may
determine, or 1t may be issued full paid
and non-assessable for property actually
purchased, or labor actually performed and
rendered to this corporation.
This corporation shall be a going concern
as soon as three thousand $1,000 00) dol
lars OF its capital stock shall be subscribed.
ARTICLE V.
All the corporate powers Of this corpora
| tion shall be vested in and exercised by a
| board Of five (5) directors, who must be
stockholders, and who shall be elected an
| nually on the second Tuesday in March Of
each year, by the stockholders, commencing
on the second Tuesday in March, 1912, at
which time the officers of this corporations
shall also be elected by the board from
among their members, or as soon thereaf-
ter as possible, and the directors and officers
shall hold their respective offices until their
successors are duly elected and qualified.
| The said officers are declared to be a presi-
dent, vice-president and a secretasy-treas-
urer The office of secretary treasurer may
| be hlled by person who may or NAV not
be director or stockholder, at the discre-
| tion OF the board
The first board Of directors Is hereby de-
clared 10 be Edwin A. McKoy, John A.
Taylor, Arthur b. Hunt, George NJ. Camp
bell, William G. Clarke, with the said Ed
win A. Mckoy as president, Arthur B. Hunt
as vice-president, and the said John A Tar
lor as secretary treasurer.
| The said board Of directors shall retain
their respective offices until the second
| Tuesday in March, 1912, or until their
successors are duly elected and qualified,
/ ANY vacancies occurring in the board. OF
| directors before the expiration of their
term, shall be filed by the remaining di.
| rectors for such unexpired term
Said board shall have the power TO make
bylaws, rules and regulations as it NAV
deem proper, and to alter, amend, break
and revoke same at pleasure
ANY director shall have the right TO he
represented by written proxy given to a
stockholder (who need not be a member Of
the Doardl, to represent him at any direc-
| TORS meeting, and any director NAV waive
any and all notices Of meeting by written
notice to the secretary and each member of
the board, as also the stockholders. shall
leave their last address with the secretary
OF this corporation, and their falling TO do
so shall be construed as a waiver OF ali
| notices. "
Three members of the board shall con.
stitute quorum for the transaction of all
| business. - "''
AL meetings OF stockholders shall he
called by written notices sent to each OF
them at their last known address. not les,
than ten days prior to said meeting, unjes,
herein otherwise provided for.
ARTICLE VI.
| The failure to hold an election, or to elect
either directors or officers of this corpora.
ton on the day fixed, shall not forfeit this
charter, or effect this corporation In any
way, but the then existing board of officers.
or both, shall retain their respective offices
until meeting can be held, and until such
BOARD or officers are elected