The herald. [volume] (New Orleans, La.) 1905-1953, 1914-02-05
SHOES FOR ALL THE FAMILN AT
.ESS PRICES AT RENECKY'S.
CHAR TER
OF ORLEANS
1 II AK Elk
INVESTMENT COMPANY.


hundred and fourteen, and Of the independence
oi the United States OF America, the one hun
dred and thirty-cIghth, before ne, William !.
Formcnto, 4 notary public, IN and for the
parish of Orleans state Of Louisiana, daily
commissioned and qualified, and IN the pres
ence OF the witnesses hereinafter named and
undersigned, personally came and Appeared
| the several persons hereto subscribed, all 0t
! full age who sevcrally declared that, avail
| ing themselves Of the laws Of the state OF
| Louisiana, and especially OF act IS OF lS+ IN
| such case made and provided, they have
| agreed to and do hereby form themselves into
and constitute 4 corporation. and do, by the
articles of incorpor ,tion, hereinafter set forth,
agree and bind themselves well as all such
| persons as NAV hereafter become associated
| with them TO form and constitute a corpora
ton, for the objects and purposes and under
the stipulations hereinafter set forth and GER
tifv As follows tO-wIt:
| Article The name Of this corporation
shall be the Orleans Investment Company
and by that name It shall be known and shall
enjoy succession for the term OF nIuety-nInc
years from and after the date hereof, unless
| sooner dissolved.
Article II-As such corporation it shall
| have power TO sue and be sued, to enter into
| any contract, to borrow and loan money, TO
purchase, own, lease, sell and otherwise con-
vey real and personal property; 10 make and
use corporate seal; TO name and select direc-
| tors, managers, agents, and other officers; 10
| make bylaws and TO establish rules and reg
| ulations for the management OF the business
and affairs of said corporation; and to exc
|
! debt and to secure the same by mortgage or
| otherwise.
Article III.-The domicile Of this corpora
! tion shall be the city of New Orleans, parish
OF Orleans. state Of Louisiana, and all legal
process shall be served on the president, ",
| in his absence, upon the secretary.
| Article lN.-The objects and purposes Of
| this corporation shall be to buy and sell real,
| personal and mixed property; TO mortgage and
| accept mortgages upon real estate; and 10 Dor
row and loan money upon any security &C
Article V.-The capital stock of this corpor.
alton is hereby fixed at the OF five thou.
sand dollars (S5,OO000), which shall be divided
| into two thousand dollars tSUOOOO) of COM
mon and into three thousand dollars (S3,OOOOO
| of preferred. OF the common there shall be
| forty shares (4Ol OF the par value OF fifty dol
| lars 5000 each; and Of the. preferred there
shall be sixty shares t60 of the par value
| of fifty dollars $4,000 each. The said pre-
| ferred stock shall be entitled TO receive divi-
| dends at the rate Of ten l0) per cent per an
mum, payable semi-annually. on the first Mon.
| day of January and on the first Monday OF
| July Of each year, out Of the earnings Of said
| corporation, before any dividend s,,all be paid
| upon the said common stock and such divi-
dends shall be cumulative so that any def
cheney in the dividends TO be paid on said pre-
ferred stock in any year shall be made good
fore any dividend shall be paid upon the said
common stock. And in case the earnings of
the corporation shall permit dividend in ex-
cess OF said ten OO) per cent, so to be paid
~
ly or in part, as the directors may deem ad-
visabe, shall be paid TO the common stock
holders. And the final liqidation and dis
tribution of its assets, arrears of dividends
shall be paid to the holders of such preferred
stock, and the shares of preferred stock shall
be paid in full before any payment shall be
made to the holders OF the common stock; but
when such arrears of dividends and the face
value of such preferred stock shall have been
paid the holders thereof shall receive no
other or additional payment.
Al, 81 IL -
stock may be issued for cash, for services
actually rendered to and for property actually
received by this corporation, and when issued
shall be fully paid and non. assessable. This
thousand dollars ($5,00O.OO) has been sub
scribed for. No transfer of stock to be bind
ing upon the corporation until made upon
Article VII.-All the corporate powers of
this corporation shall be vested in a board
Of directors composed of five 81 stockhold-
for the transaction of all business. Which
directors shall be elected at the annual meet
ing of the stockholders, to be held the |
first Monday of January, of each year, unless /
such Monday be dies non, in which event
the election will take place on the next legal |
day thereafter, beginning with the year 1915. |
Said election shall be held upon ten days no.
tice, duly mailed to each stakeholder. at his |
last known address. The election of direc- |
tors shall be by ballot and each stakeholder, |
whether OF common or preferred stock, shall
owned by him, which stock may be voted in |
person or by written proxy. A majority of
all the votes cast shall be necessary to an |
election. In the event that any vacancy |
occur in the board of directors, whether by |
resignation, death or otherwise, a special !
meeting of the stockholders, called as afore- |
said shall be held to fill the vacancy.
Immediately following the adjournment Of |
the first annual election, the board of drec- |
tors shall hold meeting and organize by |
electing a president, vice-president, secre- |
20 ay,I
the directors may deem proper. The said off, |
GERS shall hold Office until their successors |
have been elected and have qualified. The said |
directors shall have the power to provide, by |
Gus officers. The failure to hold annual meet
ings or to elect officers shall not forfeit this |
charter.
Article VIII.-The board of directors to
manage the affairs and business of this cor
poration, up to the first Monday, in January,
1915, shall be Albert L. Stewart, Edwin P. |
Miss Ella Morales, with Albert l. Stewart,
president, Jacob Zoelly, vice president, Edwin
P. Muller, secretary, and Miss Ella Morales,
Article IX.-These articles of incorporation
may be modified, changed or amended, and
this corporation may be dissolved. upon the
vote of ,three-fourths of the capital stock rep
resented at a general meeting held for that
purpose, after thirty days previous notice
given IN one newspaper, published in the city
of New Orleans, state of Louisiana, at which
stakeholder shall be entitled to one vote for
every share of stock owned by him, whether
1t be preferred common, and which may
be voted personally or through written proxy.
And in addition to the notice by newspaper
publication, each stakeholder shall be entitled
to written notice of any stockholders meet.
ing which notice shall be mailed to him at
his last known address, at least ten days
before such meeting
On the dissolution Of this corporation, by
any method known to the law, its affairs shall
be iquidated by three stockholders, acting
as commissioners, elected by the stockholders,
at a meeting called or that purpose. The
commissioners to be elected, must receive
three-fourths of the capital stock represented
at this meeting, and, when elected, shall re-
main in Office until the affairs of this corpor-
alton shall have been fully settled and liqu-
dated; and in case Of death of one or more
of said commissioners, the affairs of this cor
poration shall be settled and liquidated by
the survivors or survivor.
Article Mo stakeholder shall ever be re-
sponsible or liable for the contracts, faults,
defaults or debts Of this corporation, in any
manner or in any further sum than the unpaid
balance due on the shares of stock owned
by him; and mere informalities in the organ
ization Of this corporation shall not render
this charter void or expose any stockholder
to any liability beyond the unpaid balance
due by him on his stock.