The herald., 1915-11-04
CHAR TER
OF NATIONAL AUDIT CO.. INC.

OF NATIONAL AUDIT CO., INC.
United States of America, State of Louisiana,
Parish OF Orleans. City Of New Orleans.
| Article BE il known that the 2lst
| day of the month Of October in the year one
| thousand nine hundred fifteen, before me,
Martin ii. ManlOn, notary public, duly COM
| mis- stoned and qualified in and for this city
and the parish OF Orleans, therein residing
| and in the presence Of witnesses hereinafter
/ named and undersigned, personally came the
persons whose names hereunto subscribed
| who declared that, avaIlIng themselves OF the
| provisions Of the laws of this state relative
| to the organization Of corporations, they have
coyenanted and agreed, and do, by these pres
ents, covenant and agree, bind, form and con-
stitutc themselves, well as such other per
sons as may hereafter join or become asso
| ciated with them into corporation and body
| polite in law and for the objects and pur-
! poses and under the agreements and supula'
! tions following, tO-wit:
Article 1.-THE name and title of this cor.
poraton shall be National Audit Co., Inc,
! and under that name II shall have and enjoy
/ all the rights, advantages and privileges
| granted by law to corporations; II shall exist
| for a period Of niuety-nine years from the
/ date hereof; II shall have power to contract,
sue and be sued in its corporate name; 10
make and use a corporate SEAL and the same
| to break or alter at pleasure; to hold, re-
| celve purchase, convey, mortgage and hypoth-
| cCatc property, real, personal and mixed; TO
! issue bonds, notes and other obligations; to
| have and employ such managers, agents and
other employees. as the interest and conve-
nenCe Of said corporation may require or de-
maud; and TO make and establish such by
! laws. rules and regulations for the corporate
management and control OF the affairs OF the
said company may be deemed necessary OF
eXpedient.
| Article III.-The domicile Of said corpora
| tion 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 on the vice
| president Of the corporation, and in the alb
Sence Of the latter on the secretary or treas
urer.
Article IV.-The objects and purposes for
| which this corporation IS organized and the
! nature of the business to be carried on by il
| are hereby declared to be: TO audit or ex-
| anime accounts of, and make reports on, pub
i lie officers and public bodies, railroads, mer-
camille manufacturing concerns, mills, fac
| tories, and such other enterprises conducting
business OF any nature or description what
sOever, to offer suggestions for the improve
ment Of their system of accounts, TO issue for
| them certificates for publication; to furnish
| them with certificates showing the financial
| responsibility of customers desiring credit; to
collect and handle accounts other claims
| of any character or description; to handle
adjustments OF business matters. and to con-
| duct a general collection business TO make
| of persons, firms and corporations IN this city
| and elsewhere; to acquire and own, by pur-
| chase or otherwise, stocks of merchandise,
accounts, notes, chooses in action, judgments,
real estate or other kinds of property, and to
effect the settlement of estates OF debtors and
| the distribution of the assets thereof among
| those entitled thereto, and in all respects TO
| do and attend to those things permitted by
| the laws of this state to corporations of this
| nature, although the same might not be here
] particularly EXPRESSED pr prOyided. n render
| assistance for the PRONUNCIATION of official re-
| ports, to compile statements of trading, profit
| and loss, and financial conditions: TO prepare
| accounts of executors, administrators trus-
| tees and guardians, in accordance with the
legal requirements of the various states; 10
| take charge Of books Of hduciaries. This
| corporation shall have the power also to
| establish branches or subsidiaries anywhere
| in the United States.
Article V.-The capital stock of this cor
Poration is hereby fixed at the sum OF $4,000
and the said corporation is authorized to in.
| crease said capital stock to the sum of $4,000
| divided into shares at par value of $4,000 per
share. which shall be paid for in cash or
| may be issued at not less than par for ser.
vices rendered to, or property actually pur-
chased, or acquired by, said corporation
All shares of stock shall be full paid and
non assessable; no transfer of stock shall be
| binding upon the corporation unless made
| upon its books. The corporation shall be a
going concern and shall be authorized to com.
mence business when S2.S0000 of the capital
stock shall have been subscribed, and when
! Si,25O.0O of the said capital stock shall have
been actually paid for.
| Article N1.-All the corporate powers OF
this company shall be vested in and exercised
| by board of directors, composed of not more
| than seven stockholders and not less than
/ three, the majority of whom shall constitute
| quorum, for the transaction of all business
| The first board of directors of this corpora.
ton shall be elected on the third Monday OF
November nineteen hundred and fifteen, and
| thereafter said directors shall be elected an.
nually the third Monday in January OF
each year. by ballot of the stockholders Each
| stakeholder shall be entitled in person. or by
written proxy, to one vote on each share Of
| stock standing in his name on the books Of
| the company. All elections shall be held
under such rules and regulations as NAV b,
| determined by the board of directors but aftet
at least ten days notice Of such election shall
| have been given to each stakeholder at hi,
last known address, or by publication in on,
| OF the daily newspapers published in the cit,
OF New Orleans for at least ten DAYS preced
| ing such election. The directors thus elected
Shan continue IN office for one year, or unit
! their successors shall have been duly elected
| and qualified No failure to hold an electio,
shall be regarded a forfeiture of this char
ter Any vacancy occurring on said boart
OF directors shall be filled by the remainin,
directors for the unexpired term. Said boarC
OF directors shall, at its first meeting, cleo
from ITS number a president, a vice-president
| a secretary and treasurer. 1t NAV combin,
| the two last mentioned offices in one and ma,
even elect a secretary, who need not be
stockholder Said board of directors shall
have the right and power to appoint and dis
mss all managers, agents and other EMPLOYEE
OF the corporation, including the secretar,
as conditions may justify, or the business O
the corporation may require
Article VINO stakeholder shall ever n
held liable or responsible for the contracts
faults or debts OF said corporation, nor shall
mere intormality in its organization have IN
effect OF rendering this charter null, or of ex
posing any stakeholder to liability bevon,
| the unpaid balance due on the shares Of II
stock owned by him. "
Article VIII.-This act of incorporation ma,
be changed, modified or altered, or this cor
poratlon may be dissolved with the assen
OF the stockholders owning a majority of m
| STOCK OF the corporation, at a general meet
ing convened for that purpose after at Ieas
ten days notice shall have been given n
eacn stockholder, in the manner and form pre
seribed IN Article 6 of this charter. In cas-
OF the dissolution of this company bv III
expiration of its charter, or Otherwise. m
stockholders shall elect three liouidators from
among their number at a meeting which de
eides to llquidate to liquidate and settle m
business and affairs of the company. In cas-
OF the death or inability of any of said com
missioners or liquidators, the survivors shall
appoint successor to him.
Thus done and passed at nv office in III
city OF New Orleans, on the day, month an,
year herein hrst above written, in the pres
ence OF Herbert w. Kaiser and Joe Kauf
man. Doth OF this city, competent witnesses
who have hereunto signed their names viii
the SAID appearers and me, notary, after du,
hC1o