The herald. [volume] (New Orleans, La.) 1905-1953, 1915-03-04
THE HE II AID

period Heretofore elapsed. The principal o
par value of said preferred stock, with sever
per cent. annual dividends and six per cent
| interest on arrears from the time that the,
| shall have become due, shall be paid in full
out of the assets of the company in preference,
/ TO the common stock, in the event of an,
| liquidation of the company, whether saiC
! liquidation be through insolvency, receivershiI
| or the termination of its corporate existence
or for any other cause, before any distribu
| ton of the capital surplus shall be mad,
| TO the holders of the common stock.
| ,. The fixed dividends of seven per cent. on
| the preferred stock are to be cumulative and
| to bear SIX per cent. interest on arrears from
| the time that they shall have become due, a.
herein provided, that If for any period
| or periods such dividends are not paid the
right thereto shall cumulate as against the
| common stock; and all arrears thereof 81
| cumulated and interest thereon, as herein
| provided for. must be paid before any dvi-
dend can be paid on the common stock
). After the preferred stock shall have re.
celved dividend of seven per cent, the
common stock shall be entitled to receive a
like dividend OF seven percent, which shall
| be nOnCumulatve; and after both the pre-
ierred and common stock have received a
dividend OF seven per cent. for one year,
any further earnings or dividends shall be
shared equally by the preferred and the COM
mon stock
Article IN.-The domicile of this corporation
shall he in the city OF New Orleans, Parish
of Orleans, State OF Louisiana, and all cita-
tions or other legal process shall be served
upon the president, and in his absence, as
the law directs.
Article N.-All the powers of this corpora
ton shall be vested in, and the management
and control of its affairs shall be exercised
by, Board of Directors, to be composed of
not less than hive, nor more than nine stock
holders, three OF whom shall constitute a
quorum tor the transaction of the business OF
the corporation, and each OF whom shall own
IN his own right, during the term OF his office,
at least one full paid share, either OF the
preferred or of the common stock of this cor
pOratIOn.
The first board of directors of this corpora
ton shall be composed Of Meyer Eiseman, BIO
avenue; +. Dean, 6l6 Maison Blanche Build
ing; Alvin f. Johnson, 500 Laurel street,
and Eldon :. Lazarus, GA Maisou Blanche
Building, all of New Orleans, Louisiana.
The officers OF the first board of directors
shall be Meyer Eiseman, president; 5. W.
Souers, viCe-president and Alvin +. Johnson,
secretary and treasurer
The said first board of directors and the
remain in office until the first Monday in
March, 1910, which day and annually
thereafter, the board Of directors shall be
elected by the stockholders at a meeting
officers shall hold office until their successors
are elected and qualified, and any failure to
elect directors shall not be regarded As
forfeiture of this charter.
holder shall he entitled TO one vote for each
share of stock owned by him and standing in
his name the books of the company and
may be cast either in person or by duly au-
thorized proxy, and a majority of the votes
cast shall elect. Any vacancy occurring in
the board OF directors, shall be filled by the
remaining directors for the uncxpired term.
Article Nl.-All meetings OF the Stockhold-
erS shall be called by written notice, mailed
to the last known address Of each stakeholder,
not less than fifteen days before the date
fixed for such meeting, unless said notice has
been waived in writing by the stockholders.
Article Nll.-The act OF Incorporation may
be amended. modified. changed or altered, or
this corporation may be dissolved. with the
assent OF the stockholders holding and owning
two-thIrdS OF the capital stock thereof, who
may be present represented at a general
meeting Of the stockholders convened for that
purpose, and OF which due notice has been
given.
Whenever this corporation shall be dissolved
either by limitation or from any other cause
its affairs shall be liquidated by three com.
misSioners to be selected for that purpose
from among the stockholders at a meeting
OF the stockholders convened for such purpose:
said commissioners shall remain in office
until the affairs Of said corporation shall be
fully and finally liquidated. Any vacancy
occurring among the hquidators, from any
cause whatsoever, shall We filled by the
naming comm SSIOnerS. Said llquidatOrS
shall exercise all the rights conferred upon
them by law, and they are especially empow-
cred to settle the affairs Of said corporation,
to collect the outstanding debts, sell and con-
vey the property, pay its debts, and divide
the remaining money and property among the
stockholders.
Article VIII-No stakeholder shall ever be
liable or responsible for the contracts of this
corporation in any further sum than the IN
paid balance due by him on the shares of
stock subscribed to, owned by him;
shall any mere informality in the organization
OF this corporation have the effect of rendering
this charter null, of exposing any stock
holder to any further liability than the UNI
paid amount which may be due his stock
subscription.
Article IX.-The subscribers hereto have
respectively written opposite their names, the
amount of stock subscribed for by them, so
that this act may also the original
subscription list of this corporation, and
they have also stated their postoiice ad-
dresses.
Thus done and signed at my office, in the
city of New Orleans, on the day, month and
year herein first above written. in the pres
ence of John L. Corcoran and William F.
Surgi, Jr., competent witnesses, who have
hereunto signed their names with said appear
ers and me, notary, after due reading of the
whole. John L. Corcoran, VIM. F. Surgi, Jr.
HERMAN MICHEL, Not. Pub.
|, the undersigned, recorder of mortgages,
in and for the parish of Orleans, State of
Louisiana. do hereby certify that the above
and foregoing act of Incorporation, of the Deer
recorded in my office in Book ll57, folio 80
New Orleans. February p, 1915.
EMILE J. LEONARD, by. r.
HERMAN MICHEL, Not. Pub.
Mch. 4-ll-lS-25, Apr. Is.