The herald., 1914-01-29
CHARTER
OF GARDEN DISTRICT POTTERY COM
PANN.

I
one thousand nine hundred and thirteen, and
| OF the independence OF the United States OF
| America the hundred and thIrty-elghth,
| before me, John Janvler, a notary public IN
and for the state and parish aforesaid duly
commits stoned and qualified and in the pres.
enCe OF the witnesses hereinafter named ana
undersigned, personally came and appeared;
! the parties whose names are he-eunto sub
SCribed who declared that, awaiting them
! selves of the provisions Of the constitution
and laws of the state OF Louisiana relative TO
| the formation of corporations, and partlc-
ularly of the provisions of the Act No. 70 OF
| 1914, they have cOvenanted 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
| corporation and body polite in law for the
purposes and objects and under the stipula-
| tions and conditions following to-wit:
Article 1.-The name OF this corporation
| shall be the Garden District Pottery Com.
pany, 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, or other employees as the interest or
]
make, amend, or repeal al pleasure such by
| laws, rules regulations touching the man.
agement OF the affairs or business the
ercise 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
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
h ,vaI ,,,l
| his absence upon the vice president, and in
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
| 1t are: To lease, construct or otherwise
quire, own and operate plants for the manu-
| tacture OF pottery, tiles, pipes and oeher clay
products; 10 lease, purchase or otherwise
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 sum of FIVE
thousand dollars CS5,OOOOO divided into and
| represented by fifty (5O) shares of the par
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
| manner be binding upon this corporation
[ til so registered.
This corporation may become a going con
| Germ and commence business when three
| thousand dollars (S5,00O00) of its capital stock
| shall have been subscribed for.
| Article N.-Ihe 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 general
meeting of the stockholders of this 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 tlO) 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 secretary and treasurer, or one
person to be secretary and treasurer, as the
said board may see mt, which said person or
persons may OF, may not be member or
members of said board.
The first election for directors under this
! charter shall take place on the FIRST Tues
day in April, 1915, until which time, or until
their successors shall have been duly elected
and qualified, the following shall constitute
the first board Of directors: A. r. Dembrun,
Joseph Bayle and Jules J. Bayle, and said
A. B. Dembrun shall be president. said Jo-
seph Bayle vice-president and said Jules J.
Baylc secrctary-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 until their
successors shall have been duly elected and
qualified. In the event of any failure 10
hold election on the day stipulated, the pres
ident shall call new election Immediately
thereafter on ten G0) days notice, as herein.
above provided. At all elections and meet
ings OF stockholders, each stakeholder. shall
be entitled to vote for each share of stock
registered in his name and may vote in
person or by proxy.
All elections shall be by ballot.
| The board of directors shall have the power
to fill all vacancies in its members from
among the stockholders of this corporation.
Article VI.-This act of Incorporation may
be changed, modified or. 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 ten QO days notice
by mail as hereinabove provided.
| Any change proposed or made with refer
| ence to the increase 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 stool
of corporation.
Notice of all meetings of stockholders no
! herein or by law otherwise provided fo
i shall be given TO each stakeholder by lette
addressed to his last known place of resi-
dence and deposited in the mails at least ter
Q0) days prior to the date of said meeting.
In case of the dissolution or termination
! of this corporation either by limitation of IT.
charter or for any other cause, its affairs shall
|. be liquidated by two commissioners selected
. by its stockholders at general meetiny
held as above set forth; and the said com
missioners shall remain in Office until tn,
, affairs of this corporation shall have beer
fully lquidatcd in case of the death or in
r capacity of one of said commissioners, tn,
survivor shall continue to act.
Article Vino stakeholder of this Ger
, poration shall be held liable or responsible,
for the contracts of this corporation, or it,
faults, in any further sum than the unpaid
balance due the company the shares o
, stock subscribed for or owned by him, no
shall any informality in organization hsv,
the effect Of rendering this charter NULL o
beyond the unpaid balance, if any, due OF
his stock.
Article VIII.-The subscribers hereto hav,
set opposite their respective names the mum
Der of shares subscribed for by each of them
and this act of incorporation shall serve a.
the original subscription list
. Thus done and signed at New Orleans, Lou
isiana, on the day, month and year herein
hrst above written, in the presence of Henri,
Mooney and Chester Heidmann, competen
witnesses, who have signed these presents
together with the said appearers and me, no
tary, after a reading of the whole
Signed: A. B. Dembrun, forty eight shares
Jos. Bayle, one share; Jules ]. Bayle, on,
share. Witnesses: Henry Mooney, Cheste
Heidmann.
JOHN JANVIER, Notary Public.
i, the undersigned recorder of mortgages
, in and for the parish of Orleans, state of Lou
isiana, do hereby certify that the above ant
foregoing act of Incorporation of the Garder
; District Pottery Company was this day dull,
IL