The herald., 1914-02-12
CHAP TFp

ETHELRED NJ STAFFORD. Notary Public
Jan29 Feb5-l2-l9. Zo-Mch5
CHARTER
TIIOS. w. HOOLEY METAL WORKS co.
State of Louisiana, Parish of Orleans
he II known, that on this fifteenth Q5th)
day OF January, nineteen hundred and four
teen, before me, Charles Schneidau, a notary
public, for the parish of Orleans and city Of
New Orleans, State of Louisiana, and in the
presence of the witnesses hereinafter named
and undersigned, personally came the several
persons, whose names are hereunto subscribed,
who severally declared that availing them
selves OF the general laws of the state of Lou
isIana, providing for the organization of cor
poratlonS, they have cOvenanted and agreed,
and by these presents covenant, agree and
bind themselves, as well as all such persons as
may hereafter become associated with them, to
form and constitute a corporation and body
polite in law, for the objects and purposes
and under the agreements and stipulatons
following to-wit:
Article 1.-The name and title of said cor
poration shall be "1hos w. Hooley Metal
Works Co.." and said corporation shall have
power and authority to exist and enjoy sue
cession by its said corporate name for the
tull period OF ninety years from date
hereof; TO contract, sue and be sued; to make
and use a corporate seal, and the same TO
break and alter at pleasure; to hold, receive,
purchase, lease and convey, as we'll as mort
gage and hypothecate and pledge, under its
| aforesaid corporate name, property, both real
personal and mixed, together with any and
SAID corporation may possess or acquire; TO
name and appoint such managers, directors
and officers, and employees and agents as its
interest and convenience may require, and to
have, possess and acquire all such other
rights, powers and privileges, as by the gem
eral laws OF LOUISIANA are, or may be, granted
to corporations; all of the powers of said cor
poratlon may be exercised in the state of
louisiana, or in any other state or states of
the United States, or in any foreign state
or states.
.
winch said corporation is organized, and the
nature of the business to be carried on bv II
are decl AIRED to be to engage in the business
OF metal works and machine shop, plumbing,
steamhtting, pipehtting, boiler making, en-
gaging IN the business of copper and brass
works, and carrying on general foundry bus
mess and general metal and machinery
buying, selling and manufacturing business :
and to do any act or thing that may be neces.
Sary or proper to promote and further the
interests, and TO accomplish the objects and
10 carry on the business of said corporation
lhe business of said corporation may be car
red on IN the state of Louisiana, or in any
other state or states of the United States,
ana IN any foreign state or states
! Article lII-The domicile of said corpora-
ton shall be IN the city of New Orleans, Lou
! isiana, and all citation and other legal pro.
cess shall be served on the president of said
| corporation, or IN his absence upon the vice
president, and in the event of the absence of
| both, upon the secretary of said corporation
Article lV;-1he capital stock of said cor.
[ n
thousand dollars GlO,OOOOO), to be divided
into one hundred 600 shares of the par value
OF one hundred dollars $4,000 per share.
which stock shall be full paid and non assess.
! able. Said stock shall be paid for in cash.
| or IN property, or in work done for, or ser.
| wees rendered to, said corporation, as may be
decided by the Board of directors, and upon
such terms, and at such times and in snch
manner as may be fixed by the board of
Article XINo stakeholder shall have the
right TO sell his shares of stock in this corpor-
atlon before hrst, in writing offering the
same Tor sale at their then book value to ali
the other stockholders by written notice adj
dressed TO the board of directors and such
other stockholders shall have thirty DAYS after
the date OF delivery of such written notice
10 the board of directors within which 70
T select whether they will buy such shares.
The secretary of the company shall be with
out power to transfer any shares until salts
factory evidence is produced before him
showing the offer to sell, as above provided
ana ana me refusal or failure of all the other
stocknolders to buy such shares, and ali
transfers OF shares made otherwise than az
herein provided shall be null and Void
article Nl:-An the corporate powers of
SAID corporation shall be vested in and ~
ercised by, board of directors composed Of
I'VE persons, who shall be stockholders. 70
De elected at an annual meeting of stockhold.
ers, TO be held the third Thursday of IL
uary, each year. OF such meeting notice !,
writing shall be given, to be mailed at least
ten uO) days before the date of meeting a.
49, 10 SdCn Stocknolder at his last known
place OF address. A majority of the votes
cast snail elect. and each share of stock shall
DC ehtitIed TO one vote, to be cast nv tbe
owner, either in person, or by proxy. All
directors snail serve and continue in of6ce
until the third Thursday in January next foI-
lowing their election, until their succes.
sors shall have been elected and shall bay.
20 failure to elect directors on the
uaIe ABOVE specihed shall not dissolve the
corporation, but in such event the erist;no
ooAtu OF directors may cause another electio5
20 o s,oi heid at any time thereafter, whereof
zen (lO) days previous notice in wri,;ng sb.ii
De gwen as above provided Vacancies o onail
Iing IN SAID board of directors from anv ca,,s.
whatsoever shall be filled by the rerna;n;no
conS;st Inc offlceIs OF the corporation shall
secretary and treasurer, but the Offices of
secretary and treasurer NAV he 6lI.d ~ VI
a ams .ne same person. A majority of the di.
transaction of business The hoard - a.: INC
Iors al their hrst meeting following escb 90
nuaI election shall elect from tbeir n,,r, an |
a tressu-n' xIce,president, a secretary and
easuIef' VINO shall continue in Office TO-
one year, or until the Successes az ioI
ofneers are elected and have ouai;seS s T
NAV (. nSSimi ey, OF secretary and treasurer
oald board of directors shall bays go Pei son; |
autnorlty TO borrow money. exect,ts anu
kdSes' issue notes and bonds 70 sell - 49,
t;nens &C. ana generally to do all things per.
Intent 10, or necessary for, the ohirces "a
purposes OF said corporation. or wh;cb anu
may De, permitted by the laws anpIicshi. OF 9
fUi IPorauonS; and also to issue and deIivso |
! .ulI paid shares of stock or bonds NJ obi;Ns
J dons OF sald corporation, in payment for lie
aone, or money borrowed, or property or -;SS.s
ieSSeiyeq by said corporation. - -'s"'S
SaIu BOARD OF directors shall have now.- :.
M, ,hske and alter or amend, suitable bviIaws SO
'hs government ItI Of said corporation. 'Oi
article VII-Whenever This co-no-..;
snan De dissolved. either by Iimitat;or' pa
o,UI any other cause, its affairs shat h. IL
guiuated oy three commissioners 70 he 81
PoIuteg from among the Stockholders
senetaI meeting of the stockholders convsnod
LOT ?uch purpose, of which meeting motto. -
wiring WI ing shall be given, to be mailed A. Ie,.t
zen , wv days before the date of meeting 81
dressed 10 each stakeholder at his last Eno.Sr
place Of address. But any such meetin NOV" rosn
o %, heid without delay and without notSce
an delay and notice Of the proposed mretira
1e waved IN writing by all the stockbolde-ss
a majority IN amount of three-fourtbs 81 -.
outstanding stock of said corporation pTes.n,
or represented, at such meeting. shall +. M
qulsie 10 elect commissioners. Said 80.
,1nissioners shall remain in Office until tbe 81
as OF said corporation shall have been fuiIv
settled and liquidated, and in case fror, ' 10y
cause vacancy or vacancies occur amony