The herald. [volume] (New Orleans, La.) 1905-1953, 1912-11-28
J.Sprada's Cafe
REER k5 z9g9Ess GsS Just at Ferry Landing
ARTICLE Nv

The capital stock of said corporation Is
hereby fixed at the sum Of ten thousand
sented by two hundred (200) shares Of stock
of the par value of fifty (S50.0O) dollars
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 OF 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 shall
be a going concern as soon as three thou
sand (S3,OO0.0O) 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 purchas
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
the same may be sold in open market. Stock
may be transferred only on the books OF the
company.
ARTICLE V.
All the corporate powers Of said cOrpo-
ration shall be 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.
lions shall be published in New Orlans not
less than ten days prior to such election.
Each stakeholder shall at all stockhold
ers' meetings and elections. be entitled to
one vote for each share or stock standing ID
his name on the books of the company,
which vote may be cast In person or by
written proxy. At elections a majority OF
the votes cast shall elect.
kali
cancy in the directorate, for the remainder
Of their term.
Failure to elect directors on date pro
vided for herein shall not dissolve the cor;
poration. but directors then In office shall
remain in office until successors are elected
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 Ii may deem necessary for Its
purposes and business and dismiss same at
pleasure: IL may make and establish, as
laws, rules and regulations necessary and
proper for the support and management OF
the business and affairs Of this corporation
it shall have. hold: enjoy and exercise gen,
orally all other rights and powers vested
by law in this corporation and not specific
aily set out In this article
Each director shall have the right and
authority to appoint, In writing, any stock.
holder or director a proxy. to represent
him, at any and all meetings Of the board
The first board Of directors shall be COM
posed Of Lyman c. Reed, Douglas ii. Homes
Spangenberg. with the said Lyman c. Reed
as president, Douglas Fl. Homes as vice.
president, and Charles b, Murphy as sscre-
tary: treasurer, who shall hold their oft I'M,
until the first Monday in November, 1913.
or until their successors are elected and
qualified.
elect from their own number q presi den,
A OBSERVATION-DISCLOSURES who need not be a
stakeholder. In case Of the inability OF any
one Of the above officers to~act for any
power TO fll 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 general meeting OF
the stockholders called for sueh purposes,
published in one or more newspapers pub
iished In New Orleans once week for four
weeks. and after a written notice to each
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 linn
itation of its charter or from any other
cause its affairs shall be liquidated by two
stockholders, who shall be elected at 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
infotmality in organization have the effect
Of rendering this charter null or OF expos
ing a stakeholder to any liability beyond
that unpaid amount remaining due on his
stock.
Thus done and passed IN my Office m the
city of New Orleans. on the day, month and
year 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.
(0rtginal signed): Lyman G. Reed. and
others! tWitnesses) ]. c. Hills, Henry L.
Sarpy.
W. I. HUGHES, Not Pub.
l. the undersigned. recorder Of mortgages
In and for the parish Of Orleans state of
Iouisiana do herehy rerfffv that fha above