The herald. [volume] (New Orleans, La.) 1905-1953, 1916-11-16

| ldtdlOn OF inc dUdlln VI bAiS WI F'i''''i' -
| may he necessary, proper or convenient.
Article 1.-THE domicile Of this corpora
ton shall be in the city OF New Orleans, and
| all citations or other legal process shall be
served upon the president of the corpora.
| tion or in his absence, upon the Voe-presi-
dent.
Article III.-The objects and purposes for
which this corporation IS organized and the
| nature OF the busineess to be carried on
! by It, are hereby declared 10 be:
l. To carry on and conduct general en-
I gineering and contracting business, Includ-
ing designing constructing, engineering, re-
pairing, removing, or, Otherwise engaging
in any work of an engineering OF construc-
| ton nature, upon buildings, roads, highways,
trawNayS. ferries, watercourses, bridges
piers docks wharves, mines, shafts, en-
bankments, hydraulic works, ~aterworkS,
railroads, railways and railway structures,
manufacturing plants, sewers, canals, levees
/ and public and private work OF all kinds.
l. , To construct, own and lease, and opeT-
ttc dredyes and other machinery, necessary
BIO drain and reclaim lands, construct, deep
Fen and improve channels, canals and dItehes f;
10 own, operate and carry on all works per
aiming to such drainage and reclamation
J. To mine, transport and sell coal and
| he by-products thereof
| ! To manufacture and furnish materials
and supplies necessary for use IN connection
with the purposes hcTeinhetOre set forth.
s To buy own. reclaim, cultivate, de,
velop, improve. build upon. lease, and sell
| lands and real estate. To construct, own
and operate bOAtS LOT NduNpDildllpN' p'o'
PEELED ny sail, steam, gasoline. electricity
or other power; 10 construct, own and oper.
| ate sawmiils or other factories or industrial
plants.
| transfer. pledge or otherwise dispose OF
shares, stocks. debcntures, dcbenture stock.
bonds, obligations and securities issued or
granted by any company, constituted IN or
carving on business IN the United States,
or in any colony or dependency or posses.
sion thereof, or IN any foreign country, and
| deben:ures, debenture stock, bonds, obllga-
| tons and securities issued or granted by
| any government, municipality, district or
| Article IV.-The capital stock of this cor
| poration Is hereby fixed al one hundred
| thousand (SlOOOO0OO) dollars, divided into
! ard represented by one thousand Q0OO) shares
| Of the par value of hundred $4,000
| dollars each; all OF which is subscribed foT
At the execution hereof. One hundred OF
| these shares have been paid for IN cash, at
| par at or prior to the execution OF this char
! ter, and the remaining nine hundred 900
shares issued az par, in exchange for
| certain property, an accurate, detailed and
| temzed description Of which as 10 amount,
| location, extent, character and state OF i'm
| prOvement together with a statement OF the
| value thereof. as appraised by the directors,
| Is hereto annexed and made a part hereof,
| TO be read in connection herewith. Said cap
| tal stock may be increased TO the sum OF
| five hundred thousand dollars, of which in.
| crease, not more than one hundred thousand
|
| the stockholders expressed by a twO-thIrdS
| affirmative vote, be non-cumulative preferred
| stock. All shares of stock are fully paid
| and non-assessable. All stock shall be
| company, and in accordance with its bylaws
| and regulations.
| Article V.-The powers of this corpora
| ton shall be vested in and exercised by a
| board composed of not less than three, nor
| more than seven, directors; each of whom
| shall own in his own right at least one full
| paid and unpledged share of the capital
! stock. The number of directors within the
/ limits above prescribed. and the number re-
| qured to constitute a quorum of the board,
| shall be fixed from time to time by the by
| laws.
| The said board of directors shall be elect.
| ed annually. by ballot, az a stockholders
meeting. to be held at the Office of the cor
| poration on the second Tuesday of January
| n each year. beginning with January, 1917,
| after notice given to each stakeholder by
/ mail, addressed to his last known post Office
| address at least ten days before the date
| Of said meeting. Stockholders shall have
ton of directors. Each share of stock shall
| be entitled to one vote, and il shall require
| a majority TO elect. The board of directors
| shall have the power 10 fill all vacancies
| which may occur the board through death,
| resignation, disqualification or other cases,
\ even though no quorum remained at the time
| such vacancies are to be filled Failure 10
| elect directors on the day above specified
| shall not dissolve the corporation. but the
| directors then in Office shall remain in Office
| until their successors are elected and quail
fed.
! The board Of directors shall elect from
| their number, at the first meeting. a pres
! ident and a treasurer, and they shall also
| elect hrSt vice president, a second vice
| rotary. who need not be members of the
| board The directors shall have authority
| TO elect such other officers they deem nee
/ essary convenient for the carrying OF
Il 81. H. - -, ~L.n
| the power to unite two or more Offices and
| 20 confer the same upon one person, or 70
| dispense with any Office. at their discretion
| The board Of directors shall also have the
| power to make and establish as well alter
| and amend. all bylaws, rules and regulations
| necessary and proper for the support and
| management Of the business and affairs OF
/ this corporation, not inconsistent with its
charter. They shall have authority TO issue
/ and deliver full paid shares of stock and
bonds, or other obligations of the company
| in payment for money, or property rights
| actually received by said corporation OF the
| value thereof, as appraised by the said board
| and specifically for the property described
| in the schedule annexed hereto and made
part hereof.
/ At any meeting Of the board Of directors
any director absent from the meeting may
| be represented by any other director who
| may cast the vote OF the absent director &C
general or special, of the said absent diree
tor
Until the annual meeting in 1917, or unit
heir successors are regularly chosen anC
qualified, the board of directors shall con
| sist of the following: G. c. Berkey, whose
post Office address is Elkhart, Ind; E. II
McVey, whose post Office address is Kansa,
| City, Mo-, Ridge Arcade; ]. L. McGinniss
whose post office address is Memphis, Tenn.
| Exchange Bldg; T. F. Shea, whose pos
| office address is Memphis, Tenn, Exchang,
| Bldg; A. J. Shea, whose post ofict address:
s Exchange Bldg, Memphis, Tenn; Civ,
| Read. whose post Office address is Memphis
| Tenn.
Article EI.-This act of incorporation ma,
| be modified, changed amended or thi.
| corporation may be dissolved in the mannei
| provided by law by a vote of ? q 1.-TWO
| thirds), of the entire outstanding capital stool
| Of all classes, present or represented at
| general meeting of the Stockholders con
| vened for such purpose, after previous no
| tice shall have been given in the manne
| above required to be given of the annua
meeting OF the corporation. The capita
stock OF the corporation may be increased OF
| decreased by proceedings in accordance with
he laws OF the State of Louisiana.
Article VILE this corporation shall b,
dissolved. either by limitation or from an,
| other cause, its affairs shall be liquidatec
ny three 30 commissioners, to be appointed
| at hte meeting of stockholders convened fol
| the purpose of liquidation, and to be elected
/ by the vote of all the stockholders victims
upon parity. Said liquidators shall remain
| n othce until the affairs of said corporation
shall have been fully settled and liquidated
| and they shall have full over and authority