The herald. [volume] (New Orleans, La.) 1905-1953, 1916-12-28
CHARTER
OF NATIONAL ADVERTISING CON-.
PA\N I\t

lie II known, that on this l4tl day OF II
: month Of October, in the year Of our LORD
one thousand nine hundred and Sixteei
, lylC), before NE, Frank Vim. Hart, a no
taTy public, duly commits stoned and quail
ned, IN and Tor the parish OF Orleans, STAT
Of LOUISIANA, Aforesaid therein residing, AM
IN the presence Of the witnesses he-eInafte
named and undersigned, personally cam
and appeared: The several parties who's
names are hereuut0 subscribed, who sever
ally declared that, avdilng themselves o
the laws o. the State OF Louisiana, in suCl
cases made and provided, they have cove
nanted and agreed. and do, by these pres
ents, covenant and agree and bind them
| selves, as well as such other persons as may
hereafter become associated with them Z
form a corporation and body polite in law
for the objects and purposes and under the
articles and stipula,ions following, to-wit
! Article 1.-The name Of this corporation
| shall be the National Advertising Com
! pany, Inc, and under its said corporate
! name, II shall have power and authority TO
4 succession tor the full term OF ninety-nine
| 'sSl years from and after the date hereof;
\ 10 contract, 10 sue and be sued. 20 make
| ana use a corporate SEAL and the sa-e TO
alter and break at pleasure; to hold. re-
! ceiye, purchase, hypothecate, sell, lease or
pledge, real and personal property; 10 issue
1egotiabIe bonds and notes, or other evil
dences OF debt; TO name and appoint such
managers, agents, directors and officers as
us business interests and convenienCes NAV
require; and to make and establish as
"SLA d amer ana amend, from time TO time,
such bylaws, rules and regulations Tor the
proper government of the affairs of this
corporation as may be necessary and proper.
Article 1.-The domicile of this corpo-
ration snail be IN the city of New Orleans,
State OF Louisiana, provided that with the
written consent OF all directors, valid meet
ings OF directors may be held without this
state, or elsewhere within this state. and
all citations and other legal process shall
be served upon the president of this cor
porauon, and, IN the event of his absence
upon the secretary thereof, and, in the alb
sence OF both OF said officers, upon the vice
president of this corporation.
Article llI-The objects and purposes for
"hich TINS corporation Is organized, and the
nature Of the business to be carried on nv
It are hereby declared to be:
10 conduct general advertising business
that IS, TO advertise in newspapers, maya.
zines, pamphlets, books, or in any form
from the public at large; TO prepare forms
of advertisement for the various and srn.
dry commercial and other business and ven I
lures; and generally to. do anything ger
incidental TO the conduct of the business |
ana purposes herein contemplated, and such |
as IS generally engaged in by a corpora |
tlon OF this nature and character.
Article lN:-The capital stock of this cor.
poTation is hereby fixed at the sum of FIVE |
thousand (S5,OOO6O) dollars, divided into
and represented, by fifty 800 shares of stock,
OF the par value OF one hundred (SlOOOW |
dollars per share. Said stock shall be paid
tor IN cash, at such time and after such no.
tlce to the subscribers as the board of direc-
tors may nix, or the same may be issued.
al not less than par, for labor DONE for
services rendered for the said corporation !
Or property or rights actually received by
said corporation.
The amount to which the capital stock may
be increased shall, at no time exceed the
,um OF one hundred thousand (SlOO,OOaOO)
loiIaTs, except as is contained in and pro-
sided by Section of Act No. 267 of the
zen IS 81 !
or the year 1914.
This corporation shall be a going concern
md shall be authorized to commence bust
,ess when and as soon as fifty $500 per
uOscrioed, and twenty-five (25G5) per cent
hereof shall have been paid for: all in
Seordanee with the requirements of Act No. I
% Q OF me General Assembly of the State
Il LOUISIANA for the year 1914. /;
Article Vail the corporate powers Of /
aid corporation shall be vested in and ex-
rcised by a board Of directors composed of ;
hree CD stockholders, the majority of whom ,
itting at any time shall constitute QUO
UNI, said directors to be elected nanuaIIy
n me second Monday of October beginning I
n the year 1917. Each stakeholder shall
e entitled IN person, or by written proxy, a
D one vote for each share of the capitsi +
tock held by him and standing in his name /
ard me ~ oooks OF the corporation. or he may f
men must be acknowledged before a no. 5
ary public or other officer authorized to take
hdavits All elections shall be held under
lcn rules and regulations. as may be de- !,
,rmined by the board of directors, after !
gal notice of such election shall have been a
wen to each stakeholder by mail, sent 10 7
IS last known address, published in one !
nglish language, in the city Of New Or. $
ans, al least ifteen days preceding such -
ection. The directors thus elected shall 8
,ntinue IN office until their successors shall .
nj rsAI
ilure to elect shall be regarded as for. e
iture of this charter. ANY vacancies oc. y
lrring in such board of directors shall be a
leo by the remaining directors for the un- y
dered TO exist at any time when the max =
lum number Of directors provided by this "a
! OF incorporation not in Office and ;.
tuaI SO serving. Saio board of direc- e
IS SNall, at Its hrSt meeting, after its cleo -
IN, giect from among its members, pres ~
ent, one or more vice-presidents, secre- $,
~ and treasurer, and manager or super- nnss
tendent. 1t may combine the Office of Oh
cretary and treasurer into one, and NAV
en- elect a secretary who need not be a co
ockholder director iv
Article Vino stakeholder shall ever he u'
Ia liable or responsible for the contracts, ~
shall any mere informality in its or. III
nization have the effect of rendering this
arter null or of exposing its stockholders vi
any liability beyond that every subscriber ad
corporation.
'ugh not a holder, shall be personally liza,
TO the creditors of this corporation 10 an cit
count equal to the unpaid balance on the on
OK, Tor which he has subscribed wr
Article ElL-This act of Incorporation NAV Ca
changed, modified or altered, or this cor. WI
alton may be dissolved with the assent ge
the stockholders owning two-thirds of the aft
ued stock OF this corporation, or NAV be ,
ther modified with the assent Of the stock -,
ders owning three-fourths of the issued iov
OK OF this corporation, or as is provided I
Act No. 267 of the General Assembly OF ON
State OF Louisiana for the year 1914 at |
meeting of the stockholders convened for IN
I purpose and after due notice shall have Lo
n gwen to each OF said stockholders. as AM
vided for in Article V of this charter Ma
act OF Incorporation, except that, when IN
T IN the judgment of the board OF direc- 10
s., 1t shall be deemed advisable and for J
benefit of said corporation that il should &
dissolved, the board " directors, within l.
days after the adoption of a resolu. tar
!, to that effect, by a majority of the of
'le board Of directors at meeting called and
that purpose, of which meeting each d. act
or shall have received at least three tisi
5 notice, shall cause notice of the adoo- De,
, OF such resolution to be mailed to each the
knolder together with a notice OF the for
ting OF stockholders to be held AT the II
e OF the corporation to take action on han
resolution so adopted by the hoard Of this
CtOrS. In aaesf tba