The herald., 1912-11-14
ARTICLE IN-

ARTICLE ~.
The capital stock of said corporation Is
hereby fixed at the sum Of ten thousand
$50. OOO.OO) dollars. divided into and repre-
sented by two hundred (200D shares OF stock
each said stock shall be paid for in cash,
in property actually received, or services
actually rendered, and may be paid for espe.
cially in the purchase or patents, patent
rights and patents applied for on appli-
ances incident to its business, In such man
ner and at such times as the board of direc-
tors shall determine. This company snail
be a going concern as soon as three thou
sand jS3. 900. OO) dollars OF the capital stock
shall have been subscribed for.
No stakeholder shall have the right to
assign or transfer his stock in this corpo.
ration, until he shall have given ten days
prior notice, in writing, to this corporation.
Of such intention to sell, assign or transfer
said stock, and the other stockholders here
Of shall have the first privilege of p~urchas-
ing same, at its then book value, during
such ten days. After such ten days notice
shall have elapsed and no other stakeholder
having purchased all or any Of said stock,
may be transferred only on the books OF the
company.
ARTICLE V.
All the corporate powers Of said cOrpo-
ration shall he vested in and exercised by
a board OF directors, which shall be COM
posed OF four stockholders. TO be elected
annually on the first Monday of November
in each year. beginning in 1913,
All such elections shall be by ballot, con-
Quoted at company's office, under supervi.
sion Of one or more commissioners, selected
by the board OF directors. Notice OF cleo
tons shall be published In New Orlans not
less than ten DAYS prior to such election.
Each stockholder shall at all stockhold-
ers' meetings and elections, be entitled to
one vote for each share of stock standing In
his name on the books OF the company,
which vote may be cast In person or by
written proxy. At elections a majority or
the votes cast shall elect.
The remaining directors shall fill any va
cancy in the directorate, for the remainder
OF their term.
allure to elect directors on date pro-
yided for herein shall not dissolve the cor
poration. but directors then In ONCE snail
remain In office until successors are electeu
and qualified.
Three directors shall constitute a quorum
for the transaction of any business,
The board Of directors may appoint such
officers. managers. agents, clerks and other
EMPLOYEES as it NAV deem necessary for Its
purposes and business and dismiss same at
pleasure; IL may make and estaollsn' as
well as alter and amend, any and all by,
laws, rules and regulations necessary ana
proper for the support and management or
the business and affairs Of this corporation ;
II shall have, hold, enjoy and exercise gen.
by law in this corporation and not specific
ally set ont in this article.
Each director shall have the right and
authority to appoint, In writing, any STOCK.
II n0InpT or ulTtClOT n PIOAgs
him, at any and all meetings Of the board.
The first board Of directors shall be COM
posed Of Lyman C.. Reed, Douglas III. Homes,
Charles B: Murphy and md william william 9 ii Reed ID
as president, Douglas H.. Homes as vice.
president. and Charles b. Murphy as secre-
tary-treasurer. who shall hold their ofnces
until the first Monday In November. 1913;
or until their successors are elected and
qualified.
elect from their W number a president
a secretary-treasurer who need not be a
stakeholder. In case OF the inability or any
one Of the above officers TO act for any
mower to fill such Office temporarily or per-
manently as may be necessary.
ARTICLE VI.
This act of incorporation may be altered
or amended. or this corporation dissolved,
with the assent Of two-thirds OF the capital
stock represented at a general meeting OF
the stockholders called for such purposes.
after notice of such meeting shall have been
published in one or more newspapers pub
ilshed In New Orleans once a week Tor -FOUR
weeks. and after a written notice 10 eacn
stakeholder mailed to him forty days prior
to date of meeting at the address designat-
ed by him to said company In writing.
ARTICLE VII.
The CAPITAL stock of this corporation may
be increased or decreased In the manner
now provided by law.
ARTICLE VIII.
When this corporation Is dissolved by Inn
itation of its charter or from any other
cause It's affairs shall be liquidated by two
stockholders, who shall be elected at a gen.
eral meeting to be called after the same
notice and in the same manner as Is pro-
vided for the election of directors In Article
V of this charter. Said commissioners shall
remain In office until the affairs of the cor
poration shall have been fully liquidated.
In case of vacancy remaining commissioner
shall fill same.
ARTICLE TX.
No stakeholder shall ever be held liable
for the contracts or faults OF said corpora
] ton In any further sum than the unpaid
balance due the corporation on the shares
of stock owned by him, nor shall any mere
informality in organization have the effect
Of rendering this charter null or OF expos
ing a stakeholder to any liability beyond
that unpaid amour remaining due on his
stock.
Thus lone and passed in my Office in the
city OF New Orleans. on the day, month and
wear first above written. In the presence OF
Messieurs James G.. Hills and Henry L.
Sarpv, competent witnesses Of lawful age,
residing In this city, who hereunto sign
| their names with the said appearers and
me. notary, after due reading of the whole.
(Original signed) {: Lyman c. Reed. and
others. (Wftnesses) ]. c. Hills, Henry L.
Sarpy.
W. L. HUGHEs, Not. Pub.
I, the undersigned. recorder of mortgages
In and for the parish Of Orleans. state of