The herald. [volume] (New Orleans, La.) 1905-1953, 1915-11-25

4
ises, whether the value is established by the
! Joint act of the owner, his agent, widow
| neirs or representatives or by the board OF
directors acting in default of the cooperation
| OF SAID person or persons.
Upon receipt Of the offer or acceptance OF
any shareholder to purchase said stock and
upon obtaining guarantee satisfactory to said
BOARD Tor the price thereof, the board of d.
isetorS snail thereupon give notice thereof to
the owner of the stock, his agent, or repre-
sentative, and before the expiration of the
period OF eighty days aforesaid, shall call in
the certihcate or certificates representing such
STOCK and pay the price or value thereof and
cause the same to be transferred on the books
TO the purchaser
Second: The preference option and right OF
purchase heretofore vested by paragraph first
IN the other shareholders shall exist in full
force and effect in their favor 10 acquire the
| shares of stock OF a deceased stakeholder. and
the tormalities and course OF procedure the
Terms, conditions, stipulatons and DELAYS
. hereinabove established in said paragraph,
shall apply in all respects to the procedure
10 De followed IN case of death. Immediately
upon receipt of information of the death of
any Shareholder, it shall he the duty of the
BOARD OF directors to cause the necessary step.
10 De taken to carry out and enforce those pro-
visions.
Third: The preference, option and right
OF purchase hereinabove established shall run
IN favor OF each shareholder of record for his
ylnle share in proportion to his existing hold
L'S III inc STOCK, out should any shareholder
IAN to exercise his right in this regard, his
night shall pass 10 and be absorbed by the
other shareholders. provided that the owner,
ms widow, heirs or legal representatives, as
me case may be, shall not be obliged to de-
IiVer SAID stock unless the offers to purchase
the same shall include and cover the entirety
, OF me offerings under paragraph trst or all
OF the holdlngs under paragraph second.
f"urth: All certificates OF stock shall bear
upon their face a brief reference to the rights
herein established in favor of the stockhold.
ers
Article IV.-All the corporate powers shall
be vested in and exercised by board of d-
, reCtors composed of three Stockholders m,
tor the transaction of all business. The board
OF directors shall be elected annually by the
stockholders at meeting TO be held for that
purpose the first Monday of October of
each year The directors thus elected shall
continue in Office for one year and there
alter, until their successors are elected and
have qualified. Any vacancy occurring on
such board shall be filled by the remaining
directors COR the unexpIred term.
Any director may appoint by written instru-
ment another director or stakeholder to act
as his proxy and in his stead at any time and
all meetings Of the board of directors.
No emplOye of this corporation shall be con.
sidered as employed by the year, unless so
contracted with in writing.
AT ITS hrSt meeting after election the board
OF directors shall elect out of its own num-
treasurer,
SAID board shall have the right to appoint
and dismiss such managers, clerks and other
employees of the corporation as conditions NAV
justify OF the business of the corporation
require. The tenure of Office of all the en-
ployeS OF the corporation shall be during the
pleasure OF the board of directors. Until the
election to be held on the twenty first day of
october. 1916, the following named shall con-
stItute the first board Of directors, to-wit:
Raymond b. Scudder, Colgate Scudder, NJ
+. Scudder and A. X. Scudder. All OF whom
reside at No. Richmond Place, New Or
leans.
Article V.-Meetings of stockholders for the
purpose of election or any other purpose may
be held upon fifteen days notice sent by
mail or delivered, and a delivery of such
notice in person or at the residence of a
stakeholder shall be sufficient for all pur-
poses such meetings. may be held at any
time or place by unanimous consent and with
out notice. Any notice required by this
charter or by any laws of the state may be
waived and such waiver shall be in writing
and incorporated into the minutes of any
meeting held under such waiver.
The stock of this corporation has been sub
scrlbed as follows: (the subscribers hereto
all residing at No. 9 Richmond Place, New
Orleans, louisiana. Raymond Il. Scudder,
2S5 shares; Colgate Scudder, 5 shares NJ. E.
ScuddsT, 5 shares; A. X. Scudder, 5 shares !;
total, 80 shares.
Article VI-At the dissolution of this cor
pOration, the liquidators TO be then and there
tlcCtcu IN dQOltlOn 10 the powers conferred
upon them by the laws OF this state, may be
authorized to sell the property of the cor
poration in whole or in block and TO receive
in payment therefor the bonds or stocks of
any other corporations. They may also be au-
thorized to compromise, arrange and adjust
debts due by to the corporation.
Article NII.-The entire capital stock Of
this company has been subscribed and fully
paid.
Thus done and passed IN my Office en- the
day, month and year, first above written, in
the presence of Henry p. Dart, Jr., and Tho
Joseph Dobbins, competent witnesses,
who have signed with the appearers and me-
the notary, after reading the whole.
Original signed: X. b. Scudder, 2S5 shares;
Colgate Scudder, shares; NJ. E. Scudder, 5
shares; A. X. Scudder, 5 shares
Witnesses: Henry P. Dart, Jr., T. J. Dob
bins.
JEFF. c. WENCK, Notary Public.
STATEMENT OF MANNER OF PAYMENT
OF SUBSCRIPTIONS TO CAPITAL STOCK
OF RAYMOND b. SCUDDER, INC.
The subscriptions to the capital stock of
Raymond B. Scudder, Inc, have been paid
for in the manner following, to-wit:
Raymond B. Scudder has subscribed to 2S5
shares of stock which he has paid for by
transferring to the corporation the following
assets:
Tank cars go cars a $4,000 -.-..-.-.- 10000
hyf nd