The herald., 1915-01-14
CHARTER

Parish Orleans,
BE il known. That on this 18th day OF the
month Of December, in the year OF Our Lore
one Thousand Nine Hundred and FouIteth'
and Of the Independence of the United States
Of America the One Hundred and Thirty
Ninth. Before me, Philip Joseph Patorno, a
| notary public duly commissioned and quail
! fled in and for the Parish Of Orleans, and IN
| the presence OF the witnesses hereinafter
named and undersigned. personally came and
! appeared the several persons hereinafter named
and undersigned, all residents Of the CITY OF
/ New Orleans, and all Of the full age OF ma
| lurItv, who Seyerally declared that, aYaiilng
| themselves OF the laws of the state OF LOUIS
| lana and particularly OF the provisions OF IN A.
Act No 267 OF the General Assembly Of 1914,
relative TO the formation OF corporations, they
! have covcnantcd and agreed, and by these
presents do covenant and agree, Tor them
selves, their successors and assigns, 70 form
| themselves into a corporation and body pCl-
| tic for the objects and purposes, and under
! the stipulations following.
Article THE name and title Of this cor
| poratiOn shall be The Tropical Ice Company,
! Inc, and under this name IT shall have pow
| er and authority 10 corporate existence anu
continue for a period OF nlncty-nlne years
/ from the date hereof, and shall have and eNer-
else for the purpose OF the business to be
J carried on bv II all the powers conferred by
! law on similar corporations, including power
! to make and use corporate seal, and the same
| to break change at pleasure, to contract,
| sue and be sued i'll ITS corporate name, TO own,
/ hold, receive, purchase, ALLEVIATE, lien, con-
| vcy. mortgage, hypOtheCate, pledge or other
wise cucumber property, both real and person.
| al; to name and appoint such officers, man
| ayers, directors, agents and employees II deems
| necessary: the said corporation TO acquire
and establish such bylaws, rules and regula.
! tions as may be necessary and proper, and
| the same TO amend, alter and abolish at plea
| sure, and generally TO do and to perform all
| such acts may be proper and necessary
| to carry out and execute the purposes OF this
! corporation.
| ton shall be in the city uf New Orleans, state
| OF Louisiana. Citation and all legal process
! shall be served upon the President, and in his
| absence or inability 10 act, upon the Vice
| President, and in his absence or inability
10 act upon the secretary, and in his absence
or inability to act, upon the treasurer.
! Article lII.-Ihe objects and purposes for
! which this corporation IS organized and the
| general nature OF the business TO be conducted
| by It are hereby declared to be: The manuiac-
| turing purchasing and selling Of ice, distilled
] water. 10 generate electric light and power.
| and to furnish same TO consumers, to conduct
| the business Of cold storage and do every
matter and thing incidental thereto or neces-
sary or proper III the conduct OF the above
Article IV-The capital stock of this cor
! poration Is hereby fixed at the sum Of One
/ Hundred and Seventy-Five Thousand Dollars,
| Shares of the par value of One Hundred Dol
lars each, to be paid for in cash or its equi-
valent in labor or property.
The capital stock of this corporation may be
! increased to Two Hundred and Fifty Thou
| sand Dollars.
Article V.-Transfer of stock shall be made
! only on the books of the corporation, subject
| to such regulations and formalities as the
Board of Directors may prescribe. Any stock
| holder wishing TO sell his stock must offer
| the same in writing to the other stockhold-
ers, through the Board of Directors. at a
| price not exceeding the book value thereof.
| who shall have an option to purchase all
shares of stock to be disposed of by sale,
/ resignation, death or otherwise of any of its
members, and they shall have thirty days in
| which to accept or decline said offer; should
| said stakeholder have opportunity of dis.
posing of his stock at less price than that at
which 1t was offered to the board. he must
again offer said stock to the other stock
| holders at such reduced price in the same
manner and under the same conditions as
| above set forth. Any sale or transfer made
| by stakeholder in violation of this article
shall be void and no transfer of stock shall
be made on the books of the corporation unless
the, provisions thereof are strictly complied
| with.
Article VI.-All the corporate powers of this
corporation shall be vested in and exercised
by a Board Of Directors to be composed OF
seven stockholders, who shall be elected by
ballot. The first election shall be held on
the first Monday of January, 1915, and annu.
ally thereafter the first Monday in Janu.
airy IN each year, at general meeting called
| for that purpose. Fifteen days prior notice
OF each election shall be given in writing 10
all stockholders. Each stakeholder shall be
| entitled TO one vote for every share of stock
owned by him, either in person or proxy, and
a majority shall elect; failure to elect di.
rectors on the day fixed shall not dissolve
the corporation, but the directors then in of.
flee shall continue to act and another elec.
ton shall be called as soon as practicable
after fifteen days notice in writing TO each
Stockhoider; vacancy on the Board Of Direct.
ors shall be filled by the remaining directors
and four directors shall constitute a quorum
tor the transaction of business. The Board OF
Directors shall elect from among its number
| n n
TT[esluent, a wee PRESIDENT, Secretary and
treasurer, and it shall appoint such Other
officers, clerks, agents and employees as il
may deem necessary and proper and dismiss
same at its pleasure.
Article VlI.-This corporation shall be An
thorized to commence business at once When
ever this corporation is dissolved either b,
liquidation or from any cause its affairs
Snaii De iiquidated by three commissioners tC
De elected from among the stockholders at !
general meeting convened for that purpose af
ter thirty days prior notice in writing to eacf
stoGkholder and by publication in one of tn,
daily newspapers in New Orleans. The saiC
commissioners shall remain in Office unti
the business and affairs of the corporation
shall have been fully liquidated In case o.
vacancy IN the number of said commission
ers, the stockholders shall fill the vacancy.
Article Nlll.-Ihis act of Incorporation ma,
De changed, modified or amended or this cor
poration may be dissolved at general meet
ing Oh me stockhoiders convened for that pur
pose after thirty days prior notice, to eacl
stockholder, IN writing and by publication
IN one of the daily newspapers in New a.
leans, on complying with the requisites of Nh,
law. "a 'A'
Article 1X.-No stakeholder shall eyer h,
held liable responsible for contracts n
this corporation or for the faults thereof II
any further sum than the unpaid balance du,
on shares of stock subscribed for by him. no
shall any mere informaity in organizing hav,
the effect of rendering this charter null or o
exposing stockholder to any liability beyont
said unpaid balance due on stock
Article H.-The following named persons
snail constitute and they are hereby declare,
TO be the first Board Of Directors, and the,
shall hold office until the first Monday il
January, 1915, or until their successors ar,
hereby elected and qualified, to-wit: JosepI
Residence, St. Charles and Robert Streets
Felix 7: Naccaro, Business, Queen & Cres
cent Bldg; Residence, St. Charles and Rob
ert Streets. Lucas Vaccaro, Business. Ouee,
crescent Bldg; Residence, 1921 Esplanad
Avenue. Salvador Dantoni, business Ouee,
q crescent Bldg; Residence, 1916 Rober
Street. Charles Leftwich, Business. Queen &
Crescent Bldg; Residence, 2slo ST Phil,
Street; 5. Zemurray Business, Queen e. Cres
cent Bldg; Residence, :
7. j. Patorno, Business, sos St. Philip Stree,
Residence, 100 n. Rampant Street. OF WHOM
Joseph Naccaro shall be President. Iucas Vac
caro- vice President, Charles Leftwich Secre
taTy, and Felix p. Vaccaro Treasurer.
thus done and passed in the Citv Of Neu
orleans, IN the presence of John b. Patorn
ana W arren Brugier, competent witnesses. VIII
nave signed with the appearers and me No
:, Cgoriginal signed Warren Brugiere. Job,