The herald., 1914-01-29
CHARTER
OF THE PAN. AMERICAN BLDG. CO., LTD.
State OF Louisiana, Parish OF Orleans, City OF
New Orleans.
OF THE PAN

State OF Louisiana, Parish Of Orleans, City OF
New Orleans.
Re it known that on this twentty-nnth day
of the month OF December, IN the year one
thousand nine hundred and thirteen, before
me Edward NJ Robert. a notary public IN
and for the parish Of Orleans, state OF Lou
isiana therein residing. duly sworn, comils
stoned and qualified, and IN the presence OF
the witnesses hereinafter named ana under
signed personally came and appeared the sew
eral parties whose names are hereunto SUP.
scribed, who severally availIng themselves OF
cases made and provided, they have contract
ed and agreed, and do, by these presents;
covenant agree and bind themselves as well
as such persons who may hereafter become
associated with them. TO form a body corpor,
ate for the objects and under the articles and
stipulations, to-wit:
Article 1.-The name of this corporation
shall be "The Pan-American Bldg. Co., Ltd,
and under its said corporate name IT snail
have power and authority to have and ENJOY
succession for the full term and period OF
nnety-nine years from and after the DATE
hereof; TO contract, sue and be sued; 10 make
and use a corporate seal, and the same to
break and alter at pleasure; TO hold, receive,
lease, purchase and convey, as well as mort,
gage and hypothecate, property, real, personal
and mixed corporeal and incorporeal; to name
and appoint such managers, agents, directors
and officers as its business interests and con-
venience may require; and TO make ana eS-
tablish as well as alter and amend from time
to time, such bylaws, rules and regulations
for the proper management of this corporation
as may be necessary and proper.
Article 1.-THE domicile of this corpora
ton shall be in the city of New Orleans,
state of louisiana and all citations and other
legal process shall be served on the president,
and in his absence upon the vice-president,
and in his absence, upon the secretary OF
this corporation, and upon the absence OF the
above named officers, upon any person desig-
nv he hoard directors hereof.
Article III.-The objects and purposes for
which this corporation is established and the
nature OF the business TO be by 1t carried on;
are hereby declared to be to engage in and
carry on in this city, and elsewhere, the bus.
mess of general contracting and building, and
to do all things necessary, proper, incident,
and convenient, to the said business, or IN
any wise relating thereto.
Article IV-The capital stock of this cor
poration is hereby fixed at the sum of twenty.
FIVE thousand dollars (S250O0.OO) to be divided
into two hundred and fifty shares (2SO) at the
par value of one hundred dollars (SlOO.OO)
each the said shares shall be issued at par,
full paid, and worcestershire, and when is
sued shall be issued for cash property or
the equivalent thereof; no transfer of stock
shall be binding on this corporation unless
recorded on its books.
| This corporation shall be a going concern as
soon as three thousand dollars (S3.OO0.00 of its
capital stock shall have been subscribed for.
J If any shareholder shall ever desire 10 sell
his stock IN this corporation, he shall nrSt
give a written notice of such intention TO both
| this corporation and the stockholders thereof,
| for the full term of ten days (lO), giving no.
| tice OF such intention to sell his stock, por-
ton thereof, and, if after the lapse of ten
DAYS notice, this corporation or the sharehold-
| ers thereof, or any of them, do not purchase
| the said shares at the book value thereof then
the shareholders, offering to sell said shares,
| shall have the right to sell the said shares
| as he fit and to whomsoever he sees fit.
Article V.-All the powers of this corpora.
| ton shall be vested in and exercised by a
| board of directors to be composed of a presi-
urer, the first board of directors shall be com.
posed as follows: Joseph J. Lagarde, presi.
dent; Edward J. Barmer, vice-president; Al
bert n. Robelot, secretary treasurer, which
! board of directors shall hold office until Their
successors are elected and qualified. The
board of directors shall be elected annually
on the first Monday of January, except in the
year 1914 All directors shall hold Office until
| their successors are elected and qualified, anC
| all elections shall be by ballot conducted al
| the Office of this corporation under the super
vision OF three commissioners appointed by
the board of directors. Each stakeholder shall
have one vote for each share Of stock stand
| ing in his name on the books of this corpor
alton, to be cast in person or by proxy il
writing, and majority of votes thus cas-
| shall elect.
Any vacancy occurring among the direc
tors by death, resignation or otherwise, shall
be filled by election for the remainder of the
term by the remaining directors. A failure
to elect directors shall not dissolve this char
ter. but the board of directors then in Office
| shall hold office until their successors are
elected and qualified. Each director shall
| own at least one share of stock.
| The board of directors shall have power tc
| issue full paid shares of stock, in this cor
! poration for cash, or in payment for labor
| done or for property actually received by thi:
| corporation. Each director shall have a right
TO appoint a proxy to represent him at the
| meetings of the board of directors, the said
/ proxy to be in writing.
Article VI.-Whenever this corporation shall
be dissolved either by limitation or from any
| other cause, its affairs shall be Inundated by
three commissioners to be appointed by the
| board of directors, said appointments shall
be ratihed at a general meeting of its stock
| holders convened for that purpose, of which
| said meeting, the stockholders shall have no.
tice given in the manner provided in the next
article OF this charter, and a majority in
amount of the capital stock represented al
SAID meeting shall be requisite to determine
| Such commissioners shall remain in Office
until the affairs of said corporation shall have
| been fully liqudated In case of the death OF
one or more of the said commissioners the
vacancy shall be filled by election by the re.
| naming commissioners.
Article Widths act of incorporation NAV
| be modified, changed, altered or amended, OF
the said corporation may be dissolved with
the assent OF three-quarters of the capital
STOCK represented at general meeting Of
the stockholders called together for that pur
pose, after notice thereof shall have beer
| gwen IN one or more newspapers of the city
of New Orleans, La, once a week for fo,i,
weeks preceding the date of the said meeting
and by written notice addressed to eaci
| and every stakeholder on the books of thc
said corporation thirty days prior to the dat,
| OF the said meeting, at the post office addres,
designated by him in writing
Article VIII.-No stakeholder shall ever b,
| held liable for the contracts or faults of tht
said corporation in any further sum than tn,
unpaid balance due by him to this corpora
ton on the shares of stock subscribed for b,
him, nor shall any mere informality in or
ganization have the effect of rendering thi.
charter null or of exposing a stakeholder tC