The herald. [volume] (New Orleans, La.) 1905-1953, 1915-04-01

non of healthy public SCI tment IN FAVOR
Il such enterprises through the pubic pres
o- through newspapers, magazines, ptIlo,'
- nau7nhlets or other publications 10 DC
issued by or under the auspices OF or WIN INC
assistance Of this society; TO encourage Os
ali proper and legal methods, the enactment
and enforcement OF Legislation i5NoIdole ~
the enhancement development al sustained
prosperity of the American merchant marine
and American ship owners and seaheh' u
participate and assist IN the PROMOTION OF
ganIzatiOn or operation 81 corporations OF ono
organizations Tor the purposes OF building &c
0rf,-;rg owl ing or operating American snip
rrrs OF other incidental objects ana purposes
10 own stock IN any such corporations OF oI
carnations, and To have such general ana IN
diyidual powers as may be necessary IN tut
rbrraucc OF the objects ard purposes herein
set forth or such as a natural person mighI
have or exercise, and to have and be vested
with such powers as are conferred upon SoI'
poratious OF the same kind and character,
u1dc- the laws OF the State OF Louisiana.
Article IN-The authorized capital stock oil
rhIs corporation IS hereby hNcd at ten thou
sand (SlOpOOO) dollars, represented by one
trUusaud 1000 shares OF the par value OF
ter $50 dollars each, 10 be paid at Sucn
times and in such manner as the board OF
directors may deem ut and proper and may
be issued for cash money or IN payment oil
property or services actually received by OF
rendered to said corporation. lhls corpora
ton shall become going concern as sooi- as
twenty-five hundred tS2,5uU) dollars OF rs
capital stock shall have beef subscribed foF
and paid in.
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.UOOuU IN accord
ance with the provisions OF law pertaining
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 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 stoc X
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 naDle 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 president:
ard a secretary-treasurer. The hrst board
Of directors, with post Office addresses, are
as follows:
Orleans. La, president; ]. w. Cory. Gulf
port, Miss, vice president; George Taylor,
SIS Whitney Central, y. O. La, secretary
treasurer.
and on the same day of each succeeding year,
except when such day shall fall on legal
holiday, then upoi the next following layday,
the stockholders shall elect board of drec-
tors for the ensuing year, the board already
installed to continue 10 hold over until their
successors are elected and qualified
The board of directors elected shall Sc
lect from their own number the officers Of
the corporation as above provided, and shall
also appoint 4 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
eectng directors for any other purpose,
each share OF stock, whether present or by
proxy, shall be entitled 10 one vote, and a
majority of votes cast shall be required to
pass any resolution or decide any question
submitted to the stockholders, except for the
alteration or 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
pOration, well to make all necessary
rules and bylaws. with power to I'LL any
vacancy occurring in their number. A major
ity of directors voting at any 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 electng directors or for any
other purpose, shall be given in writing by
the secretary, to be deposited in the mail at
least fifteen days before such meeting, d.
rected to each stockholder 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
EaI ID oI III IL
or this corporation may be dissolved by and
with the assent of the holders of two-thirds
in amount of then outstanding stock given
at a general meeting of the stockholders, to
as provided in Article VI of this charter.
In the event of the dissolution of said
either by limitation of its char
ter, or otherwise, its affairs shall be liqui-
dated by three commissioners, to be appoint
ed aid elected at a special meeting Of the
stockholders for that purpose, as above pro-
vided. and who shall remain in Office until
the affairs of said corporation shall be fully
disability of one or more of said liquidators,
the survivors or survivor shall continue TO
act
Article VIII-No stakeholder shall be held
liable or responsible for the contracts or faults
OF this corporation in any further sum than
the unpaid balar.ce due TO the corporation on
the shares owned by him, nor shall any mere
lntormality in organization have the effect of
tnlS Cnarter null or OF exposing a
stakeholder to liability beyond the amount of
his unpaid stock, if any.
Thus done and passed, at my Office, il. the
City OF New Orleans, on the day, month and
year first hereinbefore written in the pres
ence of John D. Miller and Frances Eisler
witnesses. who hereunto sign their
names, together with said appearers aid me-
notary, after due reading of the whole.
Name, address and number of shares: AL
fred II. Clement, 100 Hennen Bldg, New
Orleans, La, 400; J. w. Cory, Gulfport, Miss,
400; George s. Taylor, 52S Whitney Central
Bldg, New Orleans, La, !.
Witnesses: Johi: d. Miller, F. Eisler. Chas.
F. Fletchinger, Not Pub.
l, the undersigned recorder of mortgages
in and for the Parish OF Orleans, State of
louisiana, hereby certify that the above and
foregoing act of incorporation of the Society
for the Development of American Shipping
Incorporated, was this day duly recorded in
my Office, in book 1857, folio - New Or
leafs, La, March, 1915. (Signed) Emile
Leonard, ID. r.
A true copy. Chas. F. Fletchinger, Not. Pub.
Mch 18-2S-Apr. l-S-I5-22.