The herald. [volume] (New Orleans, La.) 1905-1953, 1912-08-08
CHARTER


for the Parish Of Orleans, State of Louisi
ana. duly commissioned and qualified and
in the presence of the witnesses hereinafter
named and undersigned personally came
and appeared the persons whose names are
| hereuntO subscribed who declared. that
! avaiiinS themselves of the provisions Of the
laws Of this state, relative TO the organ
! !ZatiOn Of corporations, and especially OF
act No. as of 1904. they have cOvenanted
and agreed, and do by these presents. GOV
enant and agree, bind. form and constitute
themselves, as well as such other persons
who may hereafter join or become asSOci-
ated with them, into a corporation and
! body polite in law, for the objects and pur-
| poses and under the agreements and stipu-
| lations following. to-wit:
ARTICLE l.
! The name and style of this corporation
! shall be Hall Coal Company" and under
/ that name it shall have and enjoy all the
! rights, advantages and privileges granted
! by law To corporations; ii shall have and
| enjoy succession under its corporate name
and exist, for period of ninety-Iiine years !:
| 1t shall have the power 10 contract, sue and
| be sued in its corporate name: TO make and
use corporate seal and the same TO break
or alter at pleasure; to hold, receive. .pur-
! chase. convey, mortgage, hypOthecate or
| pledge property, both real and personal: to
| issue bonds, notes and other obligations to
! have and employ such managers. directors
officers, agents and other employees as the
interest and convenience of said corporation
may require. and 10 make and establish
| corporate management and control of the
affairs of said corporation as may be
deemed necessary and eXpedient.
| ARTICLE II.
The dOmicile of said corporation shall be
I in the City of New Orleans in this state
| and all meetings shall be held at said domi-
Gle; and citation and other legal process
shall be served on the president and in his
absence or inability TO act from any cause
on the vice-president In the case OF the
death Of the president Of this corporation,
In h . Il, IA
such, his duties and functions shall devOlve
upon the yice-president.
ARTICLE Ill
The objects and purposes for which this
corporation is organized and the nature OF
the business to be carried on by IL are here
by declared TO be: To engage in the bust
ness OF buying selling, acquiring and deal
ing In coal, charcoal, coke wood, steel pig
iron, pipe, lime. cement, and other prod
uctS and supplies of that nature. both
wholesale and retail, or either in the city
of New Orleans and elsewhere; and. gen
orally 10 do and perform any and all things
necessary or germane TO the business here
in contemplated.
The authorized captal stock of this cor
poration Is hereby fixed at the sum of
twenty-five thousand (S25 O0OOG dollars
divided into two hundred and fifty (2JOD
Shares, at par value of one hundred
(S1OO00) dollars each, which shares shall
he paid for in cash, or the same may be
issued, at not less than par, in payment or
exchange of property or rights purchased
/ or received by said corporation. or the same
may be issued, full paid, for money advanc-
ed, and for such other valuable considera-
tiOns or services as the Board OF Directors
of said corporation may determine. All
shares of stock shall be full-paid and non
aSsessabe. No transfer of stock shall he
binding upon the corporation unless made
upon its books. and all certificates of stock
shall be signed by such officers as may be
designated by the Board of Directors. No
pSfp Of ~ ~ s1a
shall be made. This corporation shall be-
come a going concern and commence doing
business as soon as three thousand $4,000
dollars of the capital stock shall have been
subscribed
Shares of stock shall be transferable only
on the books OF this corporation IN such
manner as the bylaws may direct, and
no transfer OF stock shall be binding upon
or have any effect on this corporation I'M
less, and until, made on its books.
ARTICLE V.
All the corporate powers Of this corpora
ton, and the management and control of its
affairs, shall be vested In, and exercised by
a Board of Directors. composed of three
stockholders, two of whom shall constitute
a quorum for the transaction of all business.
The Directors shall be elected annually by
the stockholders at a meeting to be held
on the fourth Thursday of July, in each
year; said meeting to he preceded by five
days notice through mail, addressed to each
stakeholder at his last known address.
Each stakeholder shall be entitled, in person
or by proxy, to a vote for every share
owned by him, and all meetings and cleo
tions shall be held under such rules and
regulations may be determined by the |
Board Of Directors. At all meetings, wheth- |
er of Directors or stockholders, all questions |
shall be decided by a majority of the shares |
of stock represented at such meetings. The |
Directors. when elected. shall continue in |
office for one year and until their successors |
shall have been duly elected and shall have |
qualified. Failure to elect shall not operate /
the forfeiture of this Charter, but the
Board of Directors shall, within thirty days |
from such failure to elect cause an election |
be given in the manner heretofore provided |
herein. Any vacancy occurring on said
Board shall be filed by the remaining Di- |
rectors for the unexpired term. The Board
of Directors shall, at its first meeting after
its election, select ont of its number a Presi- |
dent. Vice President, and also a Secretary
Treasurer. Any Director being sick or alb
sent, or about to absent himself, shall have
the right to appoint by written instrument, |
another Director stakeholder to act as
his proxy and in his stead, at any and all |
of the meetings of said Board Of Directors
during such absence or illness.
Archie Hail. Joseph A. Norman, and Will
liam B. Neal. with Archie Hall as President,
Joseph A. Norman, as Vice-President, and
William b. Neal, as Secretary Treasurer,
shall constitute the first Board OF Directors,
and said Board and officers shall serve until
the fourth Thursday of July, 1913, or until
their successors shall have been duly elected
and snail nave quallned
ARTICLE VI.
The funds Of this corporation shall be
deposited from time to time, in a bank or
banks to be selected by the Board of Direc
tors. All checks and notes drawn, executed
or issued In the corporations name and be-
half shall be signed by the President and
by the Treasurer. No official
shall thus sign or indOrse the name Of the
save strictly in its concerns
ARTICLE VII.
No stakeholder shall be held liable or res
pOnsible for the contracts, faults or debts Of
the corporation In any further sum than
the unpaid balance due to the corporation
on the shares owned by him, nor shall any
mere informally in its organization have the
effect Of rendering this charter null or Of
exposing any stakeholder to liability beyond l
the amount of his stock.
ARTICLE VIII.
This act of Incorporation may be changed,
modified or altered, and this corporation
may be dissolved, with the assent of the
owning three-fourths Of the |
stock of this corporation, present or repre-
Sented, at a general meeting convened for
that purpose and after at least ten days |
notice of this meeting shall have been given
through mail addressed TO each stakeholder
at his last known place of residence. In
case of dissolution by the expiration Of this
or otherwise, the stockholders shall |
elect three liquidators from among their own
number, who shall have full authority to
settle and wind up the business and affairs
Of the company. The terms and conditions |
Of, and the compensation for, such services,
shall be fixed at the time OF election. In
the case Of the death or disability of anv
Of said liquidators before the liquidation Of
ha Affairs of tho cornoration fha Survivinp