The herald., 1916-08-17

Article 1.-The name adopted is Aquatic
I Coaster Amusement Company. Inc"
Article 1.-The purposes for which il is
! formed IS to acquire and exploit amuser eut
/ devices generally, and Surf Coasters" par
J tlcula-Iy, and the applications for patents
and patent rights thereof and particularly
/ Surf Coasters" has been allowed TO Nj.
| Ghaei A. GubraudScn at the patent Office in
! washington, D. C., on June 5, 1916, under
| Serial No, Sil9l, and TO construct. have con-
| siructed, buy sell and lease such amuse-
ment devices and the patents or patent
| rights thereto and generally 10 exploit SANE.
| Article llI.-Ihe amount OF capital stock
| OF this corporation is hereby fixed at ten
| thousand dollars CslOOUOW, divided into one
! hundred shares OF stock of the par value
of one hundred dollars each. This corpora.
Hon snail be gong concern as soon as
shall have been issued full paid, as herein.
after provided for
| Article IV.-The domicile of this corpora.
| ton IS hxed in New Orleans. Louisiana.
| Article N.-This corporation shall have
| the right to have succession by its corporate
| name tor ninety nine years, and, in its cor.
| porate name; TO sue and be sued; 10 make and
use common seal and alter the same at
| pleasure; to acquire property by grant, gift,
| purchase, and to devise or bequest, 10 lease,
| hold and dispose of, and to mortgage and
| pledge the same: to appoint such officers and
agents as the business of the corporation
| may require, and to fix their compensation;
| 10 make bylaws, fixing or altering the man
agement OF its property. the regulation and
| government of its affairs and the manner
| OF the certihcation and registration of its
| stock; to conduct business in this state, other
| states, the Federal dstricts, the terrific.
| ries and possessions of the United States
and in foreign countries, and may hold stock
| IN other corporations and may issue stock
| IN this corporation for stock in other cor
poTations as provided by law and by this
| Article VI.-All corporate powers of this
| corporation shall be vested in a board OF
directors, 10 be composed of three stock
| holders each of whom shall own not less
| than one full paid unpledged share OF cap
ital stock, to be elected by the stockholders
annually, beginning at the annual meeting
Of 1913; The board of directors shall elect
from their number president, and vice
president and shall elect a secretary-treas.
| urer who need not be a stakeholder, or may
| elect secretary and treasurer neither Of
whom need be a stockholder. Citation shall
| be served on the president, in his absence
| on the vice-president and in the absence of
| both, on the secretary-treasurer If one off.
| Ger, II two, on the secretary and in the
| absence OF all three, the treasurer. At all
| stockholders meetings. each stockholder shall
| have the right TO one vote fer each share
| of stock held by him. in person or by writ
ten proxy and stockholders shall have the
| righ: of cumulating voting. Notice of all
meetings to stockholders shall be delivered
| to each stakeholder personally, or by depos-
! iting such notice in the post Office, at least
| fifteen DAYS before such meeting, addressed
to each stakeholder at an address to be fur.
nished by him to the secretary of this COM
pany.
The first board of directors shall consist OF
Walter A. Dilzell. residence 252 Vallette ST.,
New Orleans, La; Joseph Rutilly. residence
AZ Seguin ST., New Orleans, La; Blanche
NJ. Berry: residence APO Vincent ST., New
| zell as president. Joseph Rutilly as vice
| president and treasurer and Blanche NJ.
| Berry as secretary, all OF whom shall hold
+, office as directors and as such officers until
1t. 4 -.
successors shall be elected and qualified
| The failure to elect directors or officers shall
| not yacate such positions and those in office
shall continue 70 act until their successors
| are qualified. Directors and officers may be
| represented and vote by written proxy al
| all meetings. During the temporary absence
or inability of any officer, the board may elec;
| temporary officer 10 fill his place. The
annual meeting of the stockholders shall be
held on the third Tuesday of July in each
| year beginning in 1918 Vacancies in the
board of directors shall be filled by cleo
| ton, by the remaining directors.
| Article VIII.-Fifty-one hundred dollars,
| (hfty-one shares of the par value of ore
hundred dollars each) OF the capital stock
Rutilly. in consideration of his having trans.
ferred TO this corporation, as owner thereof
all of his rights, title and interest in and to
a one-half interest in and TO the application
patent for Surf Coasters" at Washington,
D. c., under Series 1915" No. s4l9l and
the patent allowed Hereunder, on June 5
1916. under Serial No. s4l9l, which transfeI,
of said one.half interest was made by said
Michael A. Gulbrandsen to Joseph Rutilly
by written agreement executed in New Or
leans, Louisiana, January 5, 1916. and is re-
corded in the patent Office in Washington
d. C Which said property is appraised by
the directors hereof being of a value OF
at least ffty.one hundred dollars.
| The remaining capital stock not subscribed
for in the execution hereof shall be issued
in such amounts and be paid for in labor
DONE or money or property actually. received
at such times under such conditions as
may be fixed by the, board of directors.
Article IX.-Special meetings of the share
holders shall be convened at the request
| in writing of any person or persons holding
| twenty-five per cent of the capital stock then
outstanding, and when ordered by the board
Article X.-No stakeholder shall be held
| liable or responsible for contracts or fault:
of this corporation in any further sum thar
on the stock for which he has subscribed
nor shall any mere infOrmallty in organiza
| ton have the effect OF rendering this char
ter null exposing any stockhoider 10 any
further liability than that hereinabove pro
Article XI.-This charter may be altered
| amended or modified or the corporation dis,
solved by a vote OF two-thirds Of the capital
stock, at a special meeting called for that
| purpose, after notice to each stakeholder shall
| have been given as provided in Article vi
The above method OF dissolution IS not eN'
elusive, the corporation may also be DIS.
| solved in the manner provided by act Zo'
! Of the general assembly of the State OF Lou
| isiana, 1914.
| In case of litigation by above two-thirds
| vote or in the cases where by law llquda'
tors are required. the stockholders shall elect
three stockholders 10 liquidate ITS anairs
| In ease of vacancy in the liquidators the re,
naming liquidstors shall, by election, MI
such vacancy.
! Thus done and passed at my Office in ths
city of New Orleans, on this twenty -eIghth
day of June, 1914, in the presence OF W. L.
Hughes and Z. Murphy, both OF legal age
| residents of this city, and competent wit
nesses who have hereunto signed their names
with said appearers, and me, notary, attei
due reading OF the whole.
| (Signed): Joseph Rutny, hfty.one shares
Walter A. Dilzell, one share; Blanche Nd
Berry, one share. Witnesses: w. L. Hughes
HENRY L. SARPY, Not. Pub.
| I. the undersigned recorder OF mortgages
| in and for the parish Of Orleans, state o.
! louisiana, do hereby certify that the above
and foregoing act of incorporation, OF tht
! Aquatic Coaster Amusement CO., Inc, wa:
this day duly recorded in my office IN boo'
New Orleans, June y. l7i6
CSiRned) EMILE J. LEONARD, Dy. X.
1 The undersigned notary, 10 hereby Ger