The herald., 1914-01-22
CHARTER
OF GARDEN DISTRICT POTTERY COM
PAEI

Of the independcnce OF the United States OF
America the one hundred and thirty Eighth
before me, John Janyier, a notary publc IN
and Tor the state and parish aforesaid, duly
commissioned and qudlIhed and IN the pres,
ence Of the witnesses hereinafter named and
undersigned, personally came ana appeared
the parties whose names are hereunto sub
SCribed who declared that, awaiting them
selves Of the provisions Of the constitution
! and laws Of the state OF louisiana relative 10
the formation Of corporations, and paruc-
ularly OF the provisions of the Act No 7S OF
1904, they have covcuanted and agreed, and
do by these presents covenant and agree and
bind themselves, their successors and assigns,
and such persons as may hereafter become
| associated with them, to form and constitute
a corporation and body polite IN law for the
purposes and objects and under the stlpula'
lions and conditions following, to-wlt:
| Article 1.-The name of this corporation
shall be the Garden District Pottery Com.
pzny, and under such name II shall have and
enjoy corporate existence and succession for
a period of ninety-nine years from the date
Of this act, with full power IN the prosecution
and for the purposes Of its business as here
matter defined, to contract, sue and be sued;
| 10 acquire, lease, use, hold, ALLEVIATE, mort
gage, pledge, or otherwise cucumber any prop
erty, movable or immovable, in or out OF the
state OF louisiana; TO issue Its bonds or
other evidence OF Indebtedness and to secure
same by pledge, mortgage, or otherwise; to
appoint or elect such directors, officers, man
ayers, other employees as the interest Or
convenience of its business may require; TO
laws, rules or regulations touching the man
sgement of the affairs or business or the ex-
| crcIsc of the powers OF this corporation As
\ may be necessary or convenient; 10 increase
| or diminish its capital stock; and generally
| for the purpose and objects of its business to
exercise all rights and powers permitted by
| law TO corporations.
Article 1.-THE domicile of this corporation
shall be in the city of New Orleans in this
| state, and all citation or other legal process
shall be served upon the president, and in
1i,E H. xrfH-- sls,. azA -,
the absence of both, upon the secretary Of
| said corporation.
| 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: To lease, construct or otherwise ac-
quire, own and operate plants for the manu-
facture of pottery, tiles. pipes and other clay
products; to lease, purchase otherwise ac-
| qulre, own and operate clay and gravel beds (;
| TO buy and sell clay and clay products and
generally to do and perform any and all
| things that may be germane or pertinent to
any OF the powers herein and hereby granted.
/ Article IV.-The capital stock of this cor
poration is hereby fixed at the of FIVE
thousand dollars (S5,OOOOO) divided into and
value of one hundred dollars $4,000 each
which said stock shall be paid for in cash or
may be issued for property or rights actually
| acquired and received by said corporation.
All transfers Of the shares of the capital
| stock of this corporation shall be entered on
| the stock book and no transfer shall in any
manner be binding upon this corporation I'M
I til so registered.
This corporation may become going con-
Germ and commence business when three
| thousand dollars (S3OOO.OO of its capital stock
| shall have been subscribed for.
| Article V.-The corporate powers of. this
| corporation shall be vested in and exercised
by board of directors composed of three
stockholders, two of whom shall constitute a
quorum in the transaction of business, which
| said directors shall be elected at a general
meeting of the stakeholder. of thi, corpora
| ton to be held on the first Tuesday in April
| of each year, and notice of said election shall
be given by letter addressed to each stock
holder at his last known place of residence
and deposited in the mails ten Q0) days be-
| fore said date.
| The said board at its first meeting shall
elect from its members president and vice
president. The said board of directors shall
also elect a secretary and a treasurer, or one
said board may see fit, which said person or
persons may or may not be member or
members of said board.
| The first election for directors under this
| charter shall take place the first Tues
| day in April, 1915, until which time, or until
their successor, shall have been duly elected
and qualified, the following shall constitute
| the first board of directors: A. B. DembrIn,
| Joseph Bayle and Jules ]. Bayle, and said
A. b. Dembrun shall be president, said Jo-
seph Bayle vice-prcsident and said Jules J.
| Bayle secretary treasurer.
| The failure from any cause to elect direc-
tors on the day stipulated shall not dissolve
this corporation, but the officers and direc-
tors then in office shall hold over until their
qualified In the event of any failure to
hold election on the day stipulated the pres
ident shall call new election Immediately
thereafter on ten Q0 days netice, as herein
above provided. At all elections and meet
Ings OF stockholders, each stakeholder shall
be entitled to one vote for each share of stock
registered in his name and may vste in
person or by prsxy.
| All elections shall he nv haliot
The board OF directors shall have the power
to hll all vacancies in it. members from
among the stockholders of this corporation.
Article VI.-This act of Incorporation may
be changed, modified amended, and thi.
corporation may be dissolved with the assent
OF three-fourths of the capital stock represent.
ed at general meeting of stockholders called
for that purpose after a ten Q0) days nstice
by mail as hcreinabovc provided
Any change proposed made with refer.
enee to the increase or reduction of the cap
ital stock shall be made in accordance with
the laws of the state of Louisiana with ref.
erence to the alteration of the capital stock
of corporation.
Notice of all meeting. of stockholders ne,
herein or by law otherwise provided fer
shall be given to each stakeholder by letter
| addressed to his last known place of resi-
dence and deposited in the mails at least ten
Q0) days prior to the date of said meeting
| In case of the dissolution or termination
OF this corporation either by limitation of its
charter or for any other cause, its affairs shall
| OC lIquiudlcu ny Two commissioners sclcCtco
by its stockholders at a general meeting
held as above set forth; and the said COM
nIssioners shall remain in Office until the
AFFAIRS OF this corporation shall have been
fully liquidated; in case of the death or in
capacity of one of said commissioners, the
survivor shall continue to act.
| Article VlI.-No stakeholder of this Ger.
| poration shall be held liable or responsible
| for the contracts of this corporation, or IL.
faults, in any further sum than the unpaid
| balance due the company on the shares OF
| stock subscribed for or owned by him. ner
shall any infermality in organization have
the effect Of rendering this charter NULL or
Of exposing any stakeholder to any liability
Beyond the unpaid balance, if any, due On
his stock
Article VIII-The subscribers hereto have
set opposite their respective names the num-
| Der OF shares subscribed for by each of them,
and this act of incorporation shall serve as
the original subscription list.
thus done and signed at New Orleans, Leu
| isiana, en- the day, month and year herein
hrst above written, in the presence of Henry
Mooney and Chester Heidmann, competent
witnesses, who have signed these presents,
together with the said appearers and me, ne
| tary, after a reading of the whole
Signed: A. B. Dembrun, forty eight shares:
JOS. Bayle, one share; Jules J. Bayle, enc
snare. witnesses: Henry Mooney, Chester
JOHN .JANVIER, Notary Public.
l, the undersigned recorder of mortgages.
IN. and for the parish Of Orleans, state Of Lou.
islana, do hereby certify that the above and
foregoing act OF incorporation of the Garden
District Pottery Company was this day duly
| recorded in my Office, in book lllo, folio -
lr1