The herald., 1915-03-25

| ,,,o oE the business to be carried on by
are hereby declared to be to encourage a., az
assist, promote, foster and deve!oP III
| s,ruction, acquisition and operation throusiI
| ont the United States Of America OF nnel
| chant vessels flying the ia9 OF the SuILe
States; TO encourage and assist IN tne io ,,,-
ton Of 4 healthy public SCI timent II, IN ta a.S
| af such enterprises through the puDIiC PleSS
| or th-ough newspapers, magazines, perlodi
| Gals pamphlets or other publications
| issued by or under the auspices oil OF win ~
| assistance of this society; TO chCouldse, y.
| all proper and legal methods, the enaGtiheIl
| ard enforcement of legislation favorable u
| the enlargement, development al sus'dlHe'
| prosperity of the American merchant MAJ -.
| and American ship Owr.crs and seaiheh' =
| participate and assist IN the promotion, VI
| ganization or operation Of corporations or o'ne
| organizations for the purposes OF Ouilulns' a.
| uulrrg, owl ing or operating American sup
| ping OF other incidental objects ana purposes
to own stock in any SION corpora tloiIs VI % "a
carnations and to have such general ana IN
diyidual powers as may be necessary IN iuI
therance of the objects al d purposes hetei'
set forth or such as natural person HIsh
have or exercise, and to have and be Veste'
with such powers as are conferred upon col
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 hNed at Ten thou
sand (SOO0O00) dollars, represented Oy VH'
thousand 1000 shares of the par value o.
ter (SlOD dollars each, to be paid AT SuCi
times and in such manner as the OoaIu o.
directors may deem mt and proper and may
be issued for cash money or IN payment Q,
property or services actually received by OF
rendered to said corporation. inns corpora
ton shall become a going concern as sool- d.
twenty FIVE hundred (S2,5OOOO) dollars OF lt'
capital stock shall have beer subscribed foi
The parties hereto declare that they hereby
subscribe for the number of shares set oppo
site their respective signatures hereto, or an
aggregate of $4,000
The capital stock of this corporation may be
increased to the sum of S25,OOO.OO in accord
ance with the provisions of law pertaining
thereto.
The board of directors of this corporation
shall be authorized at any regular OF spectral
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 an advisory capa-
city They shall not be iaDle for any of the
faults or obligations OF the society nor snail
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 fde stockholders, may select from their
own number a president vice president,
ard a secretary-treasurer. The hrst board
of directors, with post Office addresses, are
Alfred II. Clement llOJ Hennen Bldg, New
Orleans, La, president; J. W. Cory, Gulf
port, Miss, vice president; George Taylor,
52S Whitney Central, n. 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 upoI the next following iayday'
the stockholders shall elect a 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.
lect from their own number the officers of
the corporation as above provided, and shall
also appoint manager of the corporation. The
election of directors shall be by ballot, and
the persons receiving the largest number OF
votes cast shall be declared elected. For
electing directors or for any other purpose,
each share of stock, whether present or by
proxy, shall be entitled 10 one vote, and
majority of votes cast shall be required to
pass any resolution or decide any question
submitted to the stockholders, except for the
alteration OF amendment of this charter or
the dissolution of the corporation, as herein
after provided.
The said board of directors shall have pow.
er and authority to make all Necessary rules
and regulations for the management, opera
ton and control of the business of the cor
poration, as well as to make all necessary
rules and bylaws, with power to fill any
occurring in their number. A major
ity of directors voting at aIy one time, in
person or by proxy, shall be required to pass
any resolution or adopt any bylaw and which,
when so adopted, shall become valid corporate
acts.
Article VI-Notice of all meetings of stock
holders for electing directors or for any
other purpose, shall be given in writing by
the secretary, to be deposited in the mail at
CT A1r.C hoNA eV.-L Il
rected TO each stakeholder at his last known
address appearing upon the books of the cor
poration, unless said notice is waived in writ
ing by all the stockholders appearing as such
upon the books.
Article VII-This act Of incorporation may
be modified, added to, changed or amended
or this corporation may be dissolved by and
with the assent of the holders of two-thirds
1t general meeting of the stockholders, to
De convened after fifteen days prior notice,
as provided in Article VI of this charter.
In the event of the dissolution of said
corporation, either by Limitation of its char
Ter, or otherwise, its affairs shall be liqui-
lated by three commissioners, TO be appoint
ID aid elected at special meeting of the
stockholders for that purpose, as above pro-
,ided, and who shall remain in Office until
he affairs of said corporation shall be fully
iquidated; and in the event of the death or
disability of one or more of said liquidators,
he survivors or survivor shall continue to
lct.
Article VIII-No stakeholder shall be held
liable or responsible for the contracts or faults
# this corporation in any further sum than
he unpaid balar.ce due to the corporation on
he shares owned by him. nor shall any mere
nformality in organization have the effect of
endering this charter null or of exposing a
tockholder to liability beyond the amount of
lis unpaid stock if any
Thus done and passed, at my Office, il: the
lily of New Orleans, on the day, month and
rear first hereinbefore written in the pres
nee of John d. Miller and Frances Eisler, |
Competent witnesses, who hereunto sign their
James, together with said appearers aid me,
lotary, after due reading of the whole.
Name, address and number of shares: AL |
red II. Clement, 100 Hennen Bldg, New |
orleans, La, 400; J. w. Cory, Gulfport, Miss, |
90; George S: Taylor, 52s Whitney Central |
Bldg, New Orleans. La, /.
Witnesses: JOIN. d. Miller, F. Eisler Chas |
;. Fletchinger, Not. Pub.
|, the undersigned recorder of mortgages, |
n and for the Parish Of Orleans, State of |
louisiana, hereby certify that the above and |