The herald., 1912-08-15

ana, duly commissioned and quallned, 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.
availing themselves Of the provisions OF the
laws of this state, relative 10 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 corporation and
body polite in law, for the objects and pur
poses and under the agreements and stipu-
latiOns following tO-wit:
ARTICLE /.
The name and style OF this corporation
shall be Hall Coal Company" and under
that name ii shall have and enjoy all the
rights, advantages and privileges granted
by law to corporations il shall have and
enjoy succession under its corporate name,
and exist, for a period OF ninety-I nine years (;
it shall have the power to contract sue and
be sued in its corporate name; TO make and
use a 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 10
have and employ such managers, directors,
officers, agents and other employees as the
interest and convenience of said corporation
may require, and to make and establish
such bylaws, rules and regulations for the
corporate management and control Of the
deemed necessary and expedient.
ARTICLE III.
The domicile OF said corporation shall be
In the City Of New Orleans, in this state,
and all meetings shall be held at said domi-
cile, 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,
or In the event of his inability to act as
such, his duties and functions shall devolve
upon the vice-president.
ARTICLE III.
The objects and purposes for which this
corporation is organized and the nature of
the business to be carried on by 1t 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 to do and perform any and all things
necessary or germane to the business here
in contemplated.
The authorized capital stock Of this cor.
poration Is hereby fixed at the sum Of
twenty-five thousand ISIS, OOO.OO) dollars,
divided into two hundred and fifty (250)
(s1OOOO) dollars each, which shares shall
be paid for in cash, or the same may be
issued, at not less than par. in payment or
exchange OF property or rights purchased
q
may be issued, full paid, for money advanc-
ed, and for such other valuable considera-
lions or services as the Board Of Directors
Of said corporation may determine. All
shares of stock shall be full-paid and non
assessable. No transfer of stock shall be
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
transfer OF any fractional part of a share
shall be made. This corporation shall be-
come going concern and commence doing
business as soon as three thousand (S3,000)
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 meeting TO be held
on the fourth Thursday of July, in each
year; said meeting to be 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 vote for every share
lions shall be held under such rules and
regulations as may be determined by the
Board of Directors. At all meetings, wheth-
er Of Directors or stockholders, all questions
shall be decided by a ma jority 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
to be held and five days notice thereof shall
be given in the manner heretofore provided
herein. Any vacancy occurring on said
Board shall be filed by the remaining Di-
rectors for the unexplred term. The Board
Of Directors shall, at Its first meeting after
| its election. select out of its number 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 or 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 Hall, Joseph A. Norman, and VIII
liam B. Neal, with Archie Hall as President,
Joseph A. Norman, as ice-President, and
william B. Neal, as Secretary Treasurer,
and said Board and officers shall serve until
the fourth Thursday Of July, 1913, or until
their successors shall have been duly elected
and shall have qualified:
|
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
countersgned by the Treasurer. No official
shall thus sign or indorse the name of the
corporation save strictly In its concerns.
ARTICLE VII.
No stakeholder shall be held liable or res
ponsible for the contracts, faults or debts OF
| the unpaid balance due to the corporation
on the shares owned by him, nor shall any
mere informality In its organization have the
effect of rendering this charter null or OF
exposing any stakeholder to liability beyond
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
stockholders owning three-fourths OF the
stock Of this corporation, present or repre-
| that purpose and after at least ten days
notice Of this meeting shall have been given
through mail addressed to each stockholder
at his last known place Of residence. In
| case Of dissolution by the expiration or this
charter, 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
i shall be fixed at the time Of election. In
the case Of the death or disability OF any
/ Of said liquidators before the liquidation OF
/ the affairs Of the corporation, the SURVIVING
f! liquidator or liquldators shall continue ant
l cou aluda the lfnufdafi0n