The herald. [volume] (New Orleans, La.) 1905-1953, 1913-09-11

borrow money, to name and appoint such
managers aud directors and other officers
and such agents and employees as its inter
ests or convenience may require; from time
to time TO make, establish and amend such
bylaws, rules and regulations for the man
agement OF the affairs OF the corporation
as may be necessary or convenient and gen
orally TO have and exercise all such other
and further rights aud privileges not incOn-
slstent with this charter as are now or may
hereafter be conferred on like corporations
by the state of Louisiana, or any other state,
territory or country in which it may do
business.
Article 1.-THE dOmiciIe of this corpora
ton shall be in the city OF New Orleans,
absence or in case of his disability, the vice
president is hereby designated as the officer
on whom citation and other legal process
shall be served.
Article III.-The objects and purposes of
this corporation and the nature Of the bust
ness to be carried on by II are hereby de-
clared to be as follows: To carry on the
business of manufacturing and making car
pets, rugs, curtains and other similar ar
ticles, and cleaning, repairing, renoyating
and storing same and the cleaning OF ships,
cars, houses and other structures.
Article IV.-Ihe capital stock Of this cor
pOratiOn shall be the sum OF twenty-five
thousand dollars 1925. 900 0O), divided into
two hundred and fifty (2JO) shares Of one
hundred dollars (Sl00OO) each the same
shall be paid for in cash on the acceptance
of subscriptions therefor, or in such install
mentS, payable at such times as the board
Of directors hereinafter established may
from time 10 time prescribe, or same may be
issued by authority OF the said board Of
directors in payment for property for
labor or services actually performed for it,
.. This corporation shall begin business
and become going concern as soon as
three thousand dollars (S3,OOO.OO) OF Its
capital stock shall have been subscribed.
3. That portion Of the authorized capital
stock of this corporation which shall not be
sinh ri fnr nv original or
shall be held in the treasury for the cOrpOr-
alton until the issue thereof shall be au-
thorized by the board of directors and in
that event, existing stockholders shall have
the right to subscribe for and take such
stock in proportion in which they at that
time hold the issued stock Of the corpora
ton. provided, however, that the board OF
directors may reserve out OF said uniSsued
treasury stock not more than two thousand
dollars (S2,000.00) in par value, to be sub
scribed for by Thomas ID. Sadler and 10 be
paid for by the said Thomas ID. Sadler on
such terms and conditions as the said board
may prescribe.
Article V.-All the powers OF this corpor-
alton shall be vested in and exercised by a
board of directors composed of three stock
holders. who shall hold their offices for the
term OF one year or until their successors are
elected
.. The election Of directors shall take
place annually on the second Monday OF
January. Such elections and all other cleo
lions under this charter shall be by ballot
The same shall be held at the dOmicile OF
the corporation and in its head office, under
the supervision of commissioner appointed
by the board OF directors Notice of such
elections shall be sent TO each person who
appears bv the books to be a stakeholder. by
mail at his last known address, the same
| TO be posted, charges prepaid, at least ten
days before the election and no other OF
further notification therefor need be given
If the address OF any stakeholder be not
known, II shall be sufficient to deposit the
office addressed "(,pnpral
Delivery New Orleans, La"
| 3. Any vacancy occurring among the di
rectors or officers shall be filled up by the
| board OF directors for the remainder Of the
term then running. Failure to elect drec
| tors on the day above appointed shall not
| dissolve the board of directors nor the cor
poratiOn, but the directors and other Off
GERS Heretofore elected shall remain in OF
| flee until their successors shall be elected.
4. The first board Of directors shall bt
composed Of Clarence o. Sheriff., Thoma:
| ID. Sadler and Stella III. Sadler. Of whom
Thomas d. Sadler shall be president, Stells
| III. Sadler. vice-president and Thomas ID
| Sadler. secretary-treasurer, and they shall
| hold office until the annual meeting OF 1911
| or until their successors Shall be elected
The board shall elect one OF their number t
| be general manager OF the corporation. TIT
term of said offceds shall be the same a:
| that OF the board electing them and thei
| powers and duties shall be such as are ap
prOpriate TO their several Offices or such a.
| may be prescribed by the bylaws or reso
| lutiOns of the board. Provided, that at AM
| meeting OF the stockholders, the stOckhOld
| ers by vote OF at least a majority of al
| the outstanding stock may recall said boarC
and officers and replace them by others ther
| elected.
D. The said board shall have plenar,
| power to make and from time to time ament
| bylaws, rules and regulations for the con
| duct of the affairs OF the corporation an,
| generally to have all such powers as ma.
| be reasonably necessary or convenient 70
TRANSACTION nf IA
poratiOn and for effecting the objects an,
purposes OF the same.
Article VIA stakeholder or stockhold
erS owning at least ten shares OF stock shall
have the right to call a special meeting o
| stockholders at any time on giving motto
thereof as provided in Article V, but n
business shall be transacted al such meetin
except such as may be indicated in said no
| tice.
Article VII-This charter may be amend
ed or the said corporation dissolved, at an
time with the assent OF three-fourths o
the capital stock thereof, represented at
general meeting of the stockholders, con
vened after notice thereof given as pre-
scribed In Article and stating the purpos
of said meeting.
.. The capital stock Of this corporation
may be increased or decreased in accordanc
with the laws OF the state now in effect o
which may hereafter be enacted.
Article VIII.-Whenever this corporatio
shall be dissolved either by Limitation or 9th
erwise, Its affairs shall be liQuidated an
wound up by three commissioners who shal
| be elected from among the stockholders q
general meeting convened for that pull
pose, notice of which shall be given as pre-
vided in Article v. Any vacancy anon
them shall be filled up by the survivors o
survivor.
Article IX.-No stockholders shall eve
be held liable or responsible for the debt
and faults OF this corporation in any fuI
Their sum than the unpaid balance, IL any
due by him TO the corporation on the share
OF the stock owned by him, nor shall an
mere informality in organization have tn
effect of rendering this charter null or Of el
posing any stakeholder to any liability b,
yond the unpaid balance remaining due O
his stock.
Article X.-The said appearers hereby d,
clare that In order TO organize this corpol
alton and to serve and stand as the origins
subscription list thereof, they do each O
them severally subscribe for the number Q
shares of the capital stock thereof write
! by their hands after their respective name.
In faith whereof, the said appea rers hay
hereunto set their hands, with me, said n,
tary, and George E. Lods and Irene G. PEI
!, dergast, competent witnesses, here residin,
at my notarial ONCE In the city Of New o.
leans, on the day, month and year herei
: first above written, after reading of tn
whole.
Names Of Signers.)
; Witnesses: George E. Lods, Irene G. Pei
dergast.
NJ. NJ BOATNER, Notary Public.
. /, the undersigned recorder of mortgage
In and for the parish of Orleans, state
Louisiana, do hereby certify that the aboy
. and foregoing act Of Incorporation of III
Sanitary Carpet Cleaning Company was tn
day duly recorded in my Office In book los;
| Az