The herald., 1913-03-13
February 10, 1913.
CHARTER
OF LOUISIANA HEALTHATORIUM,


OF LOUISIANA HEALTHATORIUM,
INC"
STATE OF LOUISIANA, PARISH OF OR
LEANS, CITY OF NEW ORLEANS.
Be il known, that on this nineteenth day
Of the month of February, in the year of
our Lord nineteen hundred and thirteen,
before me, Clifford VI. Eustis, a notary pub
lie in and for the parish of Orleans, state
of Louisiana, duly commissioned and quail
fed, and in the presence OF the witnesses
hereinafter named and undersigned person
ally came and appeared the persons whose
names are hereunto subscribed, all above the
full age of majority, who severally declared
that, availing themselves Of the provisions of
the laws of the state of Louisiana, relative
TO the organization of corporations they
have cOvenanted and agreed and do, by these
presents, contract, covenant and agree, bind
and obligate themselves, as well as such
persons who may hereafter become associ-
ated with them, TO form and constitute a
corporation and body polite in law for the
objects and purposes hereinafter stipulated
and under the following conditions which
they hereby adopt as their charter, to-wti:
ARTICLE l.
The name and title Of this corporation
shall be Louisiana Healthatorium, Incor-
pOrated." Its dOmicile shall be in the city
of New Orleans, state OF Louisiana, and It
shall have and enjoy succession by its cor
porate name for period Of ninety-nine years
from the date hereof.
This corporation shall have power and
authority to contract, sue and be sued In its
corporate name; to make and use a corpor-
ate seal; TO hold, receive, lease acquire and
purchase real and personal property, also
10 lease or suitcase, rent mortgage or pledge
real and personal property and to borrow
money and issue bonds, notes and other OBJ
legations, and shall exercise all of the pow
ers and privileges granted by law TO cor
porations Of a similar nature.
ARTICLE H.
All citations or other legal process shall
be served upon the president of this cor
| N lon and In, h.
or inability 10 act, upon the vice-president,
or in the event of the absence or inability
TO act OF both, on the secretary treasurer
| thereof.
ARTICLE III.
The objects and purposes for which this
| corporation is organized, and literature of
| the business TO be carried on by 1t are here
| by declared TO be:
on, in the city of New Orleans and elsewhere
| sanitarium for the care and treatment of
all diseases, Ill health, infrmities, etc in
conformity with the provisions of the con.
i stltuted health and sanitary laws OF this
city and state; to maintain and operate a
| gymnasium and baths, physical culture an
parati, electrical appliances and otherwise
i Tor the use and treatment of patients; ant
proper or related thereto.
i ARTICLE w.
i The capital stock of this corporation 1.
hereby fixed at the sum of ten thousand
dollars (SlO,OOO.OO), to be divided into foul
hundred (4OOl shares of the par value o.
twenty-five dollars (S25.0O) each; the saiC
shares shall be issued at par, full paid anC
worcestershire, and which shall be paid fo
IN cash, or Its equivalent, at the time o.
subscription.
Each stakeholder who desires to sell hi
stock, or any part thereof, must first Civ,
written notice to the corporation of such dc
sire, and allow same to be purchased by thi
corporation at the book value. This offe
must be accepted by this corporation afte
ten days of such written notice and In tn
event this corporation does not accent sal,
offer at the end of said specified time. theI
the holder of said stock shall have the RICH
to dispose of same on the open market.
This corporation shall be authorized L
> commence business as soon as three thou
sand dollars of its capital stock shall hav
been subscribed for.
ARTICLE V.
Il All OF the corporate powers of this cor
poration shall be vested in and exercised b.
board of five directors, who shall be stock
holders. Three directors shall constitute
{, quorum for the transaction of any busi
ness. The board Of directors shall be veste
) with full power and authority to make al
contracts, purchases and sales and adopt al
bylaws, rules and regulations for the gov
eminent Of the business and affairs of thi
, corporation and alter, amend and change tn
same at pleasure; to appoint, hire and dis
charge all officers, agents and employees. fl
, all salaries, and generally do and perforr
all things necessary in the transaction o
the business and affairs of the corporation
: Any vacancy occurring in said board sha
be filled by the stockholders in the name
as provided for in the election of directors
The first board Of directors of this col
poration shall consist Of Frederick W. eau
> den, ]. Barr Jordan, Malcolm l. Parde'
Clarence Weems and Charles A. Chandler
with Frederick W. Gaulden as presiden
Malcolm /. Pardee, as vice-president, an
Charles A. Chandler as secretary-treasure
who shall hold their offices until the secon
= Monday Of January, 1914, or until thei
u successors are duly elected and qualified
VI On the second Monday of January, 1911
and annually thereafter, an election fC
directors shall be held at the Office of TIL
corporation, under the supervision of thre
. commissioners to be appointed by the pres
! dent and the directors then elected sha
q take their seats Immediately and shall hol
u office until their successors are duly electe
!, and qualified.
II Each board shall elect Its own officer
/ which shall consist of a president, a vic
{ president and secretary-treasurer.
:. All corporate elections shall be by ballo
= and a majority of the votes cast shall cleo
q and each share of stock shall be entitled
y one vote, either in person or by proxy.
u Written notice of elections shall be give
= TO each stakeholder by the secretary-trea
u urer, at least ten days prior to elections.
= The board Of directors shall have the poV
( er to issue full paid stock of this corporate
II for cash, or in payment for services or lab
u rendered or done for the corporation, or f.
! property actually received by the corp0rati0
ARTICLE VI.
The secretary treasurer shall keep a s.
J. of books showing the daily receipts and di
= bursements of the funds Of this corporate
~ and shall make daily deposits of receip
!, in such bank or banks to be designated
u the board of directors. All checks or vouc
ers issued against the funds of this corpor
= ton shall be signed by the president al
= by the seeretary-treasurer.
- ARTICLE VII.
:, This act of Incorporation may be change
J, altered. modified or amended, or this corpo
~ alton dissolved, with the assent of thre
- fourths of the stock present or represent
- at any general meeting of stockholders co
~ vened for that purpose, after thirty day