The herald., 1916-06-29
Optimistic Thought.
interest blinds sOme persons and en-
lIshtens others.
CHAPTER


rEAN,. IN'
ra..-. .: Dr,rau- C', OF ~ Orleans
BE- .. fr.s-. t.rs. .v fHs~ f.ra t'. nt mo
..~.a u Iur, go '9, y.ar a"r Thousand
urr au@d~cI and sixteen, before r'r, Charlie,
R'.r". notary pu3".' lRy '''I''' - 9S,.
teams. state q Louisiana. tHcTrl" residing
trH .G the nru-ru,, ID the wi'ursse, herein
after na-,t igi undersigned,
Personally came and appeared the Ncvera.
Subscribers ir','u, Ul iu.l age. Who declared
shat. 4yarliug ;Irm-e.yr, - the laws OF TINS
SAFE relative % the organization oi Corp"'
..r.prs lu such cases provided, they hereby
rlr.n themselves, their associate, and sue
.r--u... INTO q corporation under the follow
n.y. Article, OF Incorporation, which they
.,r,Jy ADOPT a, their charter, to-"It:
N-r.Ir The name u ms corporation
shall be- Rlirrm Institute OF New Orleans,
Iu.. and - dOu.Cllr shall be IN the city
% Nc~ Orleans, State Of Louisiana.
Article 1.-THE purposes for winch this
operation J., formed are hereby declared
FOO b,. 10 purchase, rent or otherwise &C.
gulrc -aiium m any aud all It, forms, and
20 use the sane Tor the treatment OF persons
md TOR scientific and medical purposes, for
COMPENSATION or Otherwise, IN any manner
fhr corporation shall decide; and to that end
go purchase, rent. OF otherwise acquire, and
use, any apparatus or appliances necessary
~ Incidental thereto.
A-t,clc III.-Thc amount of the capital
stock q this COOPERATION - hereby hNed al
thousand
Iuy u two hundred shares OF the par value
.,t one hundred dollars per share, whereof
ATTY per sent shall be subscribed before the
ding OF these Articles OF Incorporation. All
stock subscribed for shall be PAID Tor IN
cash or property received, fifty per cent be.
tore the corporation engages IN business. and
the remainder within twelve months, as de
icrmiuci by the board Of directors. Zach
share q stock shall be entitled to ono vote
1t all elections and meetings, and entitled
10 the same rights aud privileges as any
other such share.
The amount TO which the capital stock may
he increased !, one hundred thousand lSlco,-
,nDm dollars.
Article IN.-It is part OF the mutual agree
have formed this corporation that each and
Az Of them. for themselves, their as>oci-
atrs and successors. hereby agree that none
IT the capital stock now or hereafter sub
,cri1cd for or issued shall may be sold.
parted with or otherwise disposed OF, with
out FIRST being offered IN writing through the
board 81 directors to the other SiockhoideTs'
~ proportion To- their respective holdings,
Tor thirty days, AZ a price not 10 exceed the
book value thereof aS shown by the books
ii the corporation. Should any stakeholder
iail 10 purchase his proportion, the other
stockholders may purchase such proportion
10 proportion 90 their respective holdings. All
stock shall he issued and held subject TO
The terms and conditions OF this Article OF
the Charter; and this Article cannot be
amended except 10y unanimous consent.
Article VT l. further a part OF the
mutual agreement under which the stock
holders hereof have entered into this cor
poration that each and all OF them, for
themselves, their associates, and successors.
hereby agree that all radium or other prop
city purchased, rented, Or otherwise &C
puircd by the corporation, shall be kept and
used permanently at the IOuro lnhrmary Of
New Orleans. provided same be authorized
10y said Touro lnhrmary without other eK-
pcnSc TO this corporation than as may be de
tcrmincd by this corporation, and shall not
be removed thcrcirom nor used outside there
III without the unanimous consent Of all the
stockholders; and this Article cannot be
amended except by unanimous consent
Article Nl.-Ihc period or duration Of this
corporation shall be ninety nine years from
thi, date; and 1t shall have all the powers
conferred hy Law upon corporations.
Article NlI.-All the corporate powers Of
this corporation shall he vested in, and its
business and affairs managed by, not less
than three nor more than ten directors, as
determined and elected by the stockholders
The board of directors shall elect from
among their own number the following 9th |
GERS, t1-Wli, president, a vicc-preSldcnt, |
and secretary treasurer, and may AZ any
time separate the last named office and elect I
4 treasurer and a secretary. said secretary
treasurer, OF If divided the secretary and |
the treasurer, need not Toe members Of the !
board q directors. The board OF directors |
may create and elect any other officers, |
agents, and employees II deems advisable, !
and may Tx and determine the powers and |
The board - directors may I'll any vacancy |
m 'Hr board or among the officers at any |
time by majority vote OF the entire board |
Every director must have standing IN his |
rame ou The books OF The corporation az
east twenty shares OF the capital stock of
f.r corporation.
TIE board Of directors may make. amend
tI1 repeal all hN laws, rules and regulations |
Tor th" direction and management Of the
.nrpyrAlnn, rnt ~ conflict or Inconsistent
With the law or this Ch7rtcr The first an |
uual meeting Of thr stockholders shall We
held on the hrSt Sunday of April, 1917, until
which time the directors and officers elected
Gy the stockholders after 'hs organization az
This corporation shall continue to act
Article Nlll.-lhc names and post Office
addresses OF the subscribers 10 these Articles
number OF shares OF stock which each agrees
to take IN the corporation are as follows,
to.wit:
Dr.. 5. NJ D. Clark, Cu,ach Building. New
ram. Cusachs Building. New Orleans, La,
twenty shares; DR.. Nu. Kohlmann Mlison
Blanche Bldg, New Orleans. La, twenty
shares: nr. L. Macs, Mason Blanche Bldg,
Martin, al Carondelet Street, New Orleans
La, twenty shares; Dr. X. Matas. 3515 Pry-
tania Street New Orleans. la, twenty shares:
Dr.. T; W. PSrham. 7Il Carondelet Street,
New Orleans. La, twenty shares.
Article IZ-The Touro Inhrnary & He.
brew Benevolent Association of New Or ,
cans is hereby authorized TO own stock IN {
his corporation, and through its board Of
10 appoint a representative 20 serve 5
5 director and officer Of this corporation | ,
then elected by the stockholders hereof; d
nd in accordance herewith said Touro In q
rmary 4 Hebrew Benevolent Association, o
by its President, f. " Benja. 5
in, duly authorized by its Board Of Mana p
FRS at meeting held on April 70. 1916, h
,reby subscribes for twenty shares of said G.
pital stock. Il
Article N.-This charter may be amended a.
Ncept as herein otherwise provided, or the q
rpOration may be dissolved and liquidated "
accordance with the laws of this State =.
Article NI.-Notiee of all meetings of
ckhclders shall be given by the secre- 81
y-treasurer, or by the secretary if the | in
ce is divided. in writing, to each stock. e.,
der by mail addressed 10 his last known no
lress, at least fifteen days before such Fl,
ting; but notice of all meetings of stock or
1ers and directors may be wsved BY re-
nimous consent and at all meetings OF | 81,