The herald., 1916-10-12


o' NeE Orleans.
Be il known that ON this 10Th day Of Sep
tcu.Jer, in the year Of our Lord one thou
Herbert ". kai~cr, Ct notary public in and
I,~ the Parish Of Orleans. State Of lpuisi-
ana, duly commissioned and qualified, and
90 the presence Of the Witnesses hereinafter
FAMED and undersigned, personally came and
appeared. the persons whose names are here.
unto subscribed. Who Srvcrally declared that,
aE4iitug themselves OF the laws of the State
.f Louisiana. they have contracted and
and agree and bind themselves. as well a.
all such persons a. may hereafter join and
become associated with them. 20 form and
Constitute and do hereby constitute a cor
parAtiou. i0r the object, and purposes. and
under the articles and supulatiouS and con-
II'Ions foll1Nlug to-wit:
Article 1.-The name and title Of the cor
p"rltlon hereby formed shah be Pelican
DrI-Crctc Co.. Inc, with dOmicile in the
cry Of NeN Orleans, State of Louisiana, and
uudcr said corporate name il shall have and
cuJOy succession for a period of ninety nine
years from date; to contract, sue, and be
sued; and make and a corporate seal and
the same "a break and alter al pleasure; to
hold. receive, purchase, lease and convey,
o., well a. mortgage and hypctheCate prop
crry, real and personal and mixed, corpo-
real and rncorpurcal.
Article 1.-The objects and purposes for
- men TINS corporation l. established, ana
the nature Of the business TO be carried on
are hereby declared to be the manufacture
and sale az wholesale and retail OF COM
modify. or commodities, for Use in water
PROBING damp proofng cement plaster.
bricks. lumber and such other things as may
be made more serviceable or marketable.
and for the manufacture and sale, at whole
sale and retail, Of such other analogous com
modities and - such ingredients necessary
Tor the manufacture thereof, including I'M
pOrtatiOn and expectation Of any goods or
merchandise. and the sale OF goods cont
mission, and, in fact, the buying aud selling
At wholesale and retail OF any merchandise.
without any restriction whatsoever, with the
right and power to do any and all things
necessarily connected with, or in any man
ucr incidental 10, the aforesaid purposes.
Citations shall be served upon the presi-
dent of the corporation, in his absence from
the city upon the vlce-preSident, and IN the
absence Of both, upon the secretary.
Article 5.-The capital stock Of this cor.
boration il hereby fixed at the sum of fifty
thousand dollars (S5O,OO0OO) with the privi'
lcge of increasing same to seventy-hve thou
sand dollars (S7SUDOOD, divided into five
hundred t5Ooi shares at par value of one
hundred dollars $4,000 per share. which
shall be paid IN cash or in the purchase OF
property. All shares of stock shall be full
paid and nOn-asseSSable. No transfer OF stock
shall be binding upon the corporation unless
made upon its books, and all certificates 81
stock shalt he signed by such officers as may
toe designated by the board of directors.
No sale or transfer of stock shall be valid
or binding until the transfer is made on the
books OF the corporation, and no transfer
shall be made on the books until evidence
- exhibited 10 the secretary that the Offer
uf sale has been made TO the president, and
ono week mas elapsed since the offer was
made,
This charter shall be III full force and
effect and this corporation shall be a going
concern as soon as twenty-five thousand dol
lars (S2S,OOOOOD of the capital stock shall
have been subscribed for.
Article IN-Al OF the corporate powers
Of this corporation shall be vested in and
exercised by a board of directors, to be com
poSeed Of not less than seven stockholders
to be elected on the 3rd Monday of Deem
Der Of each year, unless said day be lega
holiday, in which event they shall be elected
on the next bank day thereafter. All sucf
elections shall he bv ballot and conducted
at the Office Of the corporation under the su
pervision of two commissioners to he ap
pointed by the board OF directors, and o
such election written notices shall be mailed
by registered letter to the post office address
Of each stakeholder who has in writing des
ignated his post office address; not more
than twenty, and not less than ten days
Counting the day OF mailing and the day
Of electiou) prior to the date of such elec
zion. Should any stockholder fail to desig
nate his post office address in writing j
shall be sufficient to mail to him lette
addressed 70 general delivery City OF New
Orleans: each share of stock shall he emit
tied to one vote. to be cast in person or by
written proxy, and n majority of votes cas-
shall elect Any vacancy occurring amons
the directors by death. resignation or other
wise. shall be filled by the election for the
remainder OF the year by the remaining di
rectors. Failure to elect directors on thu
date above specified shall not dissolve OF
affect the corporation. but the directors ther
IN Office shall remain in Office until thei
successors are elected and qualified, anC
at..11 II. II
soon as possible thereafter. after due notice
thereof shall have been given for the time
aud in the manner above provided.
Four directors shall constitute a quorum
for the transaction OF any business, and tht
board of directors at their first meeting
pne of their own number to be president
another to be vice-preSident; shall also cleo
secretary and treasurer and may elect al
assistant secretary and treasurer. The sec
sistaut treasurer need not be members of the
board. The board shall have power, in their
discretion, 20 unite the Office of secretary
and treasurer. The said board OF directors
may appoint executive committee OF the
board, to consist OF four directors, two OF
whom shall constitute a quorum with power
10 act. and the board of directors may dele
gate to said executive committee from time
20 time as they see ht, any and all of the
powers vested in them as board of direc.
tors, and may also appoint. from time to time
SuSh ofnCers, clerks, agents or other employees
as they may deem necessary, provided the
board shall not have power to elect any off
Ger, clerk, agent or employee for a fixed
term. but all shall hold office only a, the
pleasure Of ;he board. And said board may
make and establish, as we'll as alter and
amend, any and all bylaws, rules and reg
ulations necessary and proper for the amend
ment and control of the business and affair!
Of this corporation.
Said board shall also have full power anC
authority 20 borrow money, execute mort
cages, issue notes or other obligations an,
gSnerally 10 do all thugs reasonably nee
eSSary for the proper carrying on of the bus
mess. as also 10 issue and deliver full paiC
shares of stock OF the said corporation il
payment OF money borrowed or propert,
actually received by said corporation.
ANY director shall have authority 10 ap
point IN writing stakeholder not alread,
a member Of the board to represent him as
director at board meetings; or he may ap
point IN writing another director, and in sucl
event such absent director shall be counted
as If personally present at the said meet
ing for purposes OF a quorum, voting anC
for any and all purposes.
The first board Of directors of this cor
poration shall consist of Martin II. Manion
president; II. Jordan Mackenzie, vice-presi
dent; Lewis NJ Dalgarn, treasurer; Robert
L. McCheSney, secretary, general manager
Directors Frank Bethune, Chas. E. Moro.
ney and Lionel F. Favrot. Said directors
shall remain in Office until the election to be
held December, 1917, or until their success.
sors are elected and qualified, the aforesaid
officers, however, holding their offices only
at the pleasure Of the board: and all sue
ceeding boards shall be composed only OF
stockholders of record. No director shall
have the right to endorse for any one, and
in case of violation of this provision. his Of
fee as director may be declared vacant and
successor elected by the board