The herald. [volume] (New Orleans, La.) 1905-1953, 1913-04-03
THE HER AID


and exercise all such incidental powers and
privileges as relate to the business and pur-
poses herein above set forth, or tnat may
hereafter be conveyed by law upon this com.
and to do In and all things necessary and
properly TO carry out the business OF this
corporation as herein set out without 1urther
authorization from the shareholders.
ARTICLE ".
The capital stock of this corporation Is
hereby fixed at and declared to be the sum
of fifty thousand dollars CSJOOOOl, TO Je
represented by five hundred (JOO) shares Of
one hundred dollars each.
The company shall commence business ana
become a going concern as soon as thirty
one (3D or more shares have been sub
scribed.
The shares of the capital stock of this
corporation shall be paid for in money, or
for labor done or services rendered, or ShC!l
shares as may be- issued or delivered ana
for other property rights and franchises Ia
be taken, accepted and received by the cor
pOratiOn for its corporate purposes, at such
valuation and upon such terms Tor said
shares as the board Of directors may deter
mine and direct from time 10 time To be eX
pedent. The capital stock Of the corpora
tion may be increased or reduced by pro
ceedings taken in the manner prescribed by
law.
The shares OF the capital stock OF this
corporation may be issued for money, for
labor done or services rendered, or Tor
other property rights and franchises, which
%
over to the company. The valuation of any
and all rights, contracts, labor or services,
and property movable, immOvable and mixed
corpOreal or incorporeal, accepted and re-
Ceived by the corporation for its corporate
purposes in payment, exchange or other
wise, for any of the shares of capital stock
of this corporation and fixed by the board
of directors upon such terms and conditions
for the issuance of such shares Of stock
shall be conclusive evidence OF such valua,
ton: and any and all persons, partnerships
associations, corporations, stockholders II
creditors dealing with this corporation. are
concluded thereby, and any and all persons
partnerships, associations, corporations
stockholders or creditors dealing with this
corporation hereby waive any rights OF
cause Of action against the original or sun
Sequcnt owner or owners of such shares OF
the capital stock issued 10 IL him, her OF
them in payment or exchange for labor done
or services rendered or for such rights
franchises, credits, contracts and property
valued by the board Of directors as afo. Z,
said; and each. every and any and all con
tract, contracts or undertaking made by or
entered into with this corporation shall be
subject TO this provision of this charter.
All of said stock shall be full paid and
non asSeSSable when issued and delivered
and transfers thereof shall not be binding
on the company unless recorded in its books,
and shall be further subject to such rules,
directors may prescribe.
ARTICLE V.
The corporate powers of this corporation
including the powers TO make and amend its
bylaws, and the management and control
Of its affairs. shall be vested In and eXer.
cised by board OF directors composed Of
not less than three CD or not more than
five lJl persons, who shall be the holder of
at least one o. share Of the capital stock
Of this company, a majority of whom, rep
resented either in person or by proxy, shall
constitute quorum for the transaction of
all business.
Any director in his absence from ary
meeting Of the board of directors shall have
power 10 appoint in writing another director
or stakeholder as his proxy, win full power
10 act in his stead at such meeting
The directors shall be elected annual "
by ballot by the holders of the stock. ~
the first Tuesday of January of each year
Each holder Of stock shall be allowed e
vote in person or by written proxy one vOt,
for each share OF stock owned by him Il
all elections shall be held under such rule.
and regulations as may be adopted by TIT
board Of directors. The directors thus elect
ed shall continue in Office for one year anC
until their successors shall have been lly
elected and qualified. Any failure TO cleo
officers or directors shall not be regarded
as forfeiture of the charter. Any vacancy
occurring on said board of directors shall
be filled by the remaining directors from
among the stockholders for the unexpreC
| term.
The following persons shall be and con
stitute the first board Of directors Char!e!
| ID. Warren, Otto I. Maer. Edmund Bristol
Leo A. MarrerO, f. Howard McCaleb. a ma
| jOrity of whom shall constitute quorum
with Charles ID. Warren as president. Otto
T. Maier as vice-president and f. Howard
McCaleb as secretary, who shall be the Off
GERS of the corporation and shall serve unit
the regular meeting on the first Tuesday Of
January, 1914, or until their successors
have been elected and qualified.
ARTICLE VI
The liability OF the stockholders OF thi'
corporation for the contracts or faults OF
| . hit t.
balance that may be due by them respect
lively on their subscriptions
No mere infOrmality in this act of incor
pOratiOn shall render this charter void, oil
expose stockholders to liability beyond the
amount of their unpaid subscriptions.
ARTICLE VII.
This charter may I've amended. or this cor
poratiOn may be dissolved with the assent
of the stockholders holding a majority OF
the outstanding stock at a general meeting
convened for that purpose, and at least ter
(1O) days notice shall have been given {,
the stockholders, through the mail and ad
dressed to their last known respective place:
of business
In case of dissolution by the expiratio OF
this charter or otherwise. the affairs OF
this corporation shall be liquidated by tire,
49, stockholders to be elected at the meet
ing ordering such liquidation.
This charter shall serve as the origina
! subscription list, the undersigned being tn,
original subscribers TO the capital stock o.
number OF shares opposite their respectiv,
names
Thus done and passed in my Office at New
Orleans. Louisiana, on the day and dat,
hereinbefOre written and in the presence o.
Louis Z. Bryant and SOhn W. Lindner, VI
D.. competent witnesses, who hereunto sigr
their names with the said appearers, alC
me, notary. after due reading of the whole
Original signed E. Howard McCaleb anC
others.
Witnesses Louis P. Bryant, John W
Lindner VI. ID.
ARTHUR B. LEOPOLD,
Notary Public
/, the undersigned recorder of mortgages
in and for the parish Of Orleans, state o.
Louisiana, do hereby certify that the abOv,
and foregoing act of Incorporation of tt.
Jefferson Shell & Contracting Co. was thi:
day recorded in my Office in book 10SS. foil,
-. New Orleans. La, March 81. 1913.
(Signed) EMILE LEONARD, ID. II.
l do hereby certify that the above anC
foregoing Is a true and correct copy o.
charter Of the Jefferson Shell & Contractin.
Company. passed before me on March -
1913, with the exception OF the names o
the subscribers whose names are omitted
from this copy.
Witness my hand and seal of Office.
ARTHUR r. LEOPOLD,
Notary Pubic
931-3 Maison Blanche Bldg
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