The herald. [volume] (New Orleans, La.) 1905-1953, 1915-03-18

out the United States Of America OF me-
chant vessels flying the flag OF the tlllue
States; TO encourage and ASSIST IN inc ~ u,
ton Ct a healthy public sci tiinent IN IaNC
Of such enterprises through the puohc pre-
or through newspapers, magazines, PeIioIi
Gals pamphlets or other puohCatioHS " -
issued by or under the auspices oil OF WIN u ~
assistance of this society, TO encourage,
all proper and legal methods, the enaetneH
and enforcement of legislation faVoraOle
the enlargement, development al "a sustdire
prosperity of the American merchant marin
and American ship owners ana sedlhen'
participate and assist in the promotion, OF
ganization or operation Of corporations or o'he
organizations for the purposes OF OulIulhs', IL
QuIriLg, owl ing or operating American SUI }
ping OF other incidental objects ana purposes
TO own stock in any such corporations OF OF
carnations, and to have such general and III
dividual powers may be necessary IN iui
therance of the objects al purposes heieI
set forth or such as a natural person Hish
have or exercise, and to have ana DC Ves'e,
with such powers as are conferred upon cor
porations OF the same kind and character
under the laws of the State of Louisiana:
Article IV-The authorized capital stock o
this corporation is hereby hxed at ten tnou
sard (siOCOOO) dollars, represented by on
tpousand Q.OOo) shares of the par value o
tel (Sl0) dollars each, to be PAID al SuCi
times and in such manner as the board o
directors may deem mt and proper ana ma!
be issued for cash money or IN payment
property or services actually ltSSlNSu W "
rendered to said corporation. This corpora
ton shall become a going concern as sooi! a.
twenty-five hundred $4,000 dollars OF n
capital stock shall have beer subscribed TO
and paid in.
The parties hereto declare that they hereb,
subscribe for the number of shares set oppo
site their respective signatures hereto, or ar
aggregate of $4,000.
The capital stock Of this corporation may be
increased to the sum of S2S.00000 in accord
,..,fb n
thereto.
The board of directors of this corporation
shall be authorized at any regular or specia
meeting, to elect any citizen OF the United
States of America al Honorary Member OF
this society. Such honorary member shall re-
tain such membership at the pleasure OF the
board of directors and need not be stock
holder. Honorary members shall have the
privilege of attending any or all meetings
of the society and to act in advisory capa-
city. They shall not be iaDle for any OF the
faults or obligations of the society nor shall
they have any il terest in its assets.
Article Vail the powers OF this corpora
ton shall be vested in and be exercised by
a board of not less than three nor more than
FIVE directors, to be elected at the stock
holders annual meeting. The persons so
named as directors, all OF whom shall be
bona hde stockholders, may select from their
own number a president, a vice-presldent.
ar a secretary treasurer. The FIRST board
of directors, with post office addresses, are
as follows:
Alfred II. Clement. IIO9 Hennen Bldg, New
Orleans: La, president; J. W: Cory, Gulf
port, Miss, vice-president; George Taylor.
528 Whitney Central, ~ o. La, secretary.
treasurer.
On the second Tuesday of January, 1916
and on the same day of each succeeding year,
except when such day shall fall on legal
holiday, then upor the next following layday,
the stockholders shall elect board of direc-
tors for the ensuing year, the board already
installed TO continue to hold over until their
successors are elected and qualified.
The board OF directors so elected shall Sc
ect from their own number the officers Of
the corporation as above provided, and shall
also appoint a manager of the corporation. The
election of directors shall be by ballot, and
votes cast shall be declared elected. For
electing directors or for any other purpose,
Zach share of stock, whether present by
proxy, shall be entitled 20 one vote, and
majority of votes cast shall be required to
BASS any resolution or decide any question
to the stockholders, except for the
alteration or amendment of this charter or
he dissolution of the corporation, as herein
lfter provided.
The said board of directors shall have pow
It and authority to make all Necessary rules
md regulations for the management. opera
ion and control of the business of the cor
'oration, as well as TO make all necessary
ules and bylaws, with power to fill any
'acancy occurring IN their number. a major
ty of directors voting at any one time, in
erson or by proxy, shall be required to pass
ny resolution or adopt any bylaw and which,
phen so adopted, shall become valid corporate
cts.
Article VI-Notice of all meetings of stock.
olders for electing directors or for any
Their purpose, shall be given in writing by
he secretary, to be deposited in the mail at
east fifteen days before such meeting, di-
ected to each stakeholder at his last known
sha hrA IL H.
grafton, unless said notice is waived in writ
ny by all the stockholders appearing as such
pom the books.
Article VII-This act Of Incorporation may
e modified, added TO, changed or amended
r this corporation may be dissolved by and
nth the assent of the holders of two-thirds
n amount of then outstanding stock given
general meeting of the stockholders, to
e convened after fifteen days prior notice,
S provided in Article vi of this charter
In the event of the dissolution of said
operation, either by limitation of its char
er, or otherwise, its affairs shall be liqu-
ated by three commissioners, to be appoint
aid elected at a special meeting of the
.ockholders for that purpose, as above pro-
lded, and who shall remain in Office until
lie affairs of said corporation shall be fully |
quidated; and in the event of the death or
stability OF one or more of said liquidators, |
lie survivors or survivor shall continue to
Article VIII-No stakeholder shall be held |
able responsible for the contracts or faults |
this corporation in any further sum than |
lie unpaid balaf.ce due to the corporation on |
le shares owned by him, nor shall any mere |
in organization have the effect of |
ndering this charter null or of exposing a |
ockholder to liability beyond the amount of |
s unpaid stock, If any.
Thus done and passed, at my Office, il. the |
ity of New Orleans, on the day, month and |
ear hrst hereinbefore written in the pres
ice of John D. Miller and Frances Eisler. |
'mpetent witnesses, who hereunto sign their |
lmes, together with said appearers ard me.
,tary, after due reading of the whole
Name, address and number of shares: AL
ed II. Clement, ll0o Hennen Bldg, New
rleans. La, 400; J. w. Cory, Gulfport, Miss,
0; George S. Taylor, S28 Whitney Central
Idg., New Orleans, La, |.
Witnesses: Joht. D. Miller, F. Eisler. Chas.
Fletchinger, Not. Pub.
/, the undersigned recorder of mortgages.
and for the Parish Of Orleans, State OF
ouisiana, hereby certify that the above and
regoing act of Incorporation of the Society
r the Development of American Shipping,
was this day duly recorded in
y Office, in book 1857, folio -. New Or.
ans, La. March, 1915. (Signed) Emile
eonard, ID. r.
true copy. Chas. F. Fletchinger. Not. Pub.
oh. lS-25-Apr. l-8-l5-22