The herald., 1912-06-13
CHARTER
OF L. SIDNEY BELL, INC.
UNITED STATES OF AMERICA, STAT
OF LOUISIANA, PARISH OF Oh
LEANS

| LEANS.
| Be IL known, that on this twentieth day
Of the month of May, in the year OF our
hLord one thousand nine hundred and twelve,
and OF the Independence of the United
States OF America the one hundred and
thirty-sixth, before me, Lawrence Mclean
Janin, a notary public, duly commissioned
and qualified in and for the parish OF Or
leans and state OF Louisiana, therein resid-
| ing, and in the presence OF the witnesses
hereinafter named and undersigned, person
ally came and appeared the several persons
whose names are hereunto subscribed, who
seyerally declared that, availing themselves
of the provisions of all OF the laws OF this
state relative to the organization OF corpo-
rations, particularly OF Act No. SO OF the
session OF the General Assembly of the state
OF Louisiana Of 1883, they have covenanted
and agreed, and do, by these presents, form
and organize themselves, as well as such
other persons as may hereafter become asso-
ciated with them, into-a corporation or body
polite in law, for the objects and purposes,
and under the stipulations following, to-
wit:
| The name and style OF this corporation
shall be IL. SIDNEY BELL, NC" and by
said corporate name shall have succession
and enjoy existence for period Of ninety
nine years from date hereof, unless sooner
dissolved in the manner provided by law,
and under the articles of this charter; ii
shall have power and authority under its
corporate name, TO contract, sue and be sued
TO make and use a corporate seal, and the
| same to alter or break at pleasure 10 make
all necessary rules and regulations for It's
corporate management and control, and shall
have and enjoy all the rights, privileges, and
immunities which are now conferred upon or
may hereafter be granted to, corporations
of the same kind and character.
ARTICLE III.
The domicile of this corporation shall be
in the city OF New Orleans, state OF I.ouisi-
ana, and all citations and other legal pro-
cesses shall be served upon the president,
or, in his absence or inability TO act, upon
no
ARTICLE III.
| The objects and purposes for which this
corporation is organized, and the nature of
the business to be carried on by II, are here
by declared to be as follows to engage in
and conduct a general insurance business,
including fire, burglary, liability, fidelity
guarantee. casualty, plate glass and marine
as local agents. general agents, or as brok-
ers, in all Its phases, conditions and modih-
cations and generally to engage in and un-
dertake any other enterprise or perform all
acts incidental TO or germane to the pur-
poses above set forth.
ARTICLE Nv.
The capital stock OF this corporation Is
$50, 600. ooJ dollars, divided into one hun
bred (1O0D shares Of the par value Of one
hundred (s100.OOl dollars each said stock
shall be issued only for cash, or In payment
of property or services actually received by
or rendered to said corporation. Said stock
shall be fully paid at the time Of its issu-
ance, and shall be worcestershire thereafter.
subscribe for the number Of shares of said
capital stock set opposite their respective
signatures hereto, so that this act Of incor-
poration shall serve as an original subscrip-
| ton. This corporation shall become a GO
ing concern as soon as three thousand 49,
00O.00) dollars of its capital stock shall
have been subscribed and paid for.
- ARTICLE V.
All the powers Of this corporation shall be
| vested In and be exercised by board OF
| three 81 directors, to be elected each year,
hwvt In atAn EhnlI ne hat oil M
| ing: the said directors shall be bona fide
| stockholders, and the first board shall con-
| sist OF l.. Sidney Bell. William G. Soria and
John Soria. They shall proceed to elect
president, and secretary-treasurer, who shall
remain in Office until their successors shall
have been elected and qualified The annual
meeting Of the stockholders of this corpora
ton shall be held on the third Monday In
the month of May of each year, except when
such day shall fall upon a legal holiday,
| then upon the next following lay day. At
said annual meeting the stockholders shall
elect from their own number a board of d.
rectOrs for the ensuing year, the board al
ready installed to continue to hold over un-
til their successors are elected and qualified
The board of directors so elected shall
elect from their own number the officers Of
this corporation, who shall be a president,
vicepresident and secretary-treasurer the
election of directors shall be by ballot, and
the person receiving the largest number Of
votes shall be declared elected. For electing
share of stock, whether present or by proxy,
| shall be entitled TO one ~ vote, and a ma
| jority OF the votes cast shall be required to
pass any resolution, or decide any question
submitted to the stockholders, except for the
alteration or amendment of this charter, or
the dissolution OF the corporation, as herein
after provided.
The said board of directors shall have
power and authority to make all necessary
| rules and regulations for the management,
operation and control of the business Of the
to-. -
rules, regulations and bylaws, and shall
have the authority to fill any vacancy oc-
curing In their number. A majority Of the
directors voting at any one time, in person
or by proxy, shall be required to pass any
resolution or adopt any bylaw, and which,
when so adopted, shall become valid corpo-
rate acts.
Notice Of all meeting Of stockholders, for
electing directors, or for any other purpose,
except as may be hereinafter directed, shall
be given In writing, by the secretary-treas-
urer, to be deposited in the mail, at least ten
days before such meeting. directed to each
stakeholder at his last known address ap.
pearing upon the books of the corporation,
| unless said notice Is waived in writing by
all the stockholders appearing as such upon
| the books.
rh. act Of AsTTShE yI NAV b. changed
modified or amended, or this corporation
may be dissolved by and with the assent of
| the holders Of three-fourths (3-4) In amount
VI us Outstanding STOCK, gwen at general
meeting of the stockholders, to be con-
vened after ten (1O) days prior notice. to
be given In one of the daily newspapers pub
lished In the city of New Orleans, in addi-
ton to the personal notice to each stock
holder as provided in Article vi of this
charter, and such changes as may be made
In reference to an increase Of capital stock
shall be preceded by such notices, delays and
| formalities as by law required.
In the event Of the dissolution Of the said
corporation, either by limitation of its char
ter, or otherwise, its affairs shall be liqui-
dated by three CD commissioners to he
elected at a special meeting called for that
purpose, as above provided: and they shall
remain In office until the affairs of said cor
poration shall be fully liquidated; and in
case OF the death Of one or more Of said IT,
continue to act.
No stakeholder shall be held liable or re-
sponsible for the debts or contracts or faults
OF this corporation in any further sum than
the unpaid balance due to the corporation
on the shares owned by him, nor shall any
mere fnformalfty In organization have the
effect of rendering this charter null or of
exposing any stakeholder to liability beyond
the amount or his unpaid stock, II any.
Thus done and passed In my notariai office
In the city Of New Orleans, on the day,
month and year hereinbefore written. in the
presence of John Watt Duffy and Morris
Dunn, competent witnesses, who hereutno
sign their names, together with said appear
ers, and me, notary, after due reading Of
(Original slgned) W. c. soria, 10 shares !;
Jno. SOria, 10 shares, per pro w. c. Soria !:
I: Sidney Bell, 10 shares. Jno Watt Duffy.
Morris Dunn.
LAWRENCE NJ JANrN,
lSeaD Notary Public