The herald., 1917-01-04
CHAR TER
Of RICHARDSON AEROPLANE CORPO
RATION, nc.


Of RICHARDSON AEROPLANE CORPO-
RATION, nc.
November 2lst, 1916.
United States OF America, State )f Lousi
ana, Parish Of Orleans, City o. New Or
leans.
Be il known. that on this 2lst day Of the
month Of November, in the year Of our
Lord one thousand nine hundred and six
teen. before me, Pierre d. Olivier a notary
public, duly commissioned and qualified in
and for the parish OF Orleans, State Of
Louisiana. therein residing and in the pres
euce If the witnesses hereinafter named and
undersigned, personally came and appeared
the several persons whose names are here
unto subscribed, who severally declared that
ayailirg themselves Of the laws OF the State
Of Louisiana, relative to the organization of
corporations and especially Act 2t7 Of the
General Assembly for the State OF Lou'sl-
ana, for the year 1914, they do by these
presents, for themselves and their success
SorS and assigns, form themselves into a
corporation and body polite in law, for the
purposes and objects, and under the, articles
and stipulations hereinafter set forth.
Article 1.-The name OF this corporation
shall be: Richardson Aeroplane Corpora
ton. Inc" under which corporate name 1t
shall have corporate existence and succession
for the term Of nine,y-nIne years, from and
after the date hereof. 1t shall have power
to sue and be sued, to contract, purchase,
! lease, mortgage, pledge, ALLEVIATE, and en-
! and generally to exercise all power and
| authority connected with the purpose of its
! organization or incidental thereto. and all
the power and authority conferred on cor
| pcratious ny the laws of this State.
Article 1.-THE purposes for which this
corporation is organized are to buy, manu-.
! facture, lease, sell and operate all kinds of
aeroplanes, hydro aeroplanes and all other
forms of flying machines as well as all kinds
| II water-cra:t and combinations OF the two;
| ell machinery. engines and parts OF all kinds;
! furniture. fixtures, fittings and appurten-
ances for air and water-craft and combina-
al other
| propelled vehicles; to acquire in full owner
| ship and otherwise all domestic and foreign
patents and patent rights under various kinds
| and forms of planes, craft, machinery, en-
| gines and parts Of them, their furniture, FIX
| lures, fittings and appurtenances; TO sell
and lease all such patents and patent rights,
| on such terms, royalties, and for such ter
| ritory as to it may seem mt and proper;
and generally to do all things necessary
| and incident to the business of the corpo-
| ration, and it shall have authority to carry
| on all or parts OF its business in other states,
| territories and possessions OF the United
States, as well as all foreign countries.
| Article IlI.-The dOmicile of this corpora
ton shall be in the City of New Orleans:
other legal notices shall be served upon the
president of the corporation, and in his alb
sence on the vice-president
| Article lV.-The capital stock of this cor
! poratiOn is hereby fixed at the sum of hve
hundred thousand dollars (S5O0D000, di.
vided nto fifty thousand $4,000 shares OF
| the par value of ten dollars $1,000 each
| but the corporation shall be a going concern
| as soon as two hundred and fifty thousand
dollars (S250,OOOO0) OF the capital stock ha:
| chen subscribed.
All stock shall be paid for in cash, or by
property, or rights transferred to the cor
poration, or by services rendered to it. The
value of the property or rights transferred
OF services rendered, 10 be fixed by tht
board of directors; and the said board i!
authorized to sell the stock of the corpora
tion payable in installments at such time:
and in such amounts as the said board may
fix from time to time.
The capital stock may be increased to no
exceeding million dollars SlOO,OOO
and the increase in the capital stock may b.
preferred or common, or partly of one ant
partly of the other, and the terms of tn
preferred stock shall be liked by the boar
of directors, which may be in existence a
the time. of tie proposed increase in the cap
ital stock.
Article V.-All the powers of this corpora
ton shall be vested in board of director
composed of not less than three stockholders
and power and authority is hereby vested il
d. the board of directors to increase the mum
Der OF directors to any number not exceed
ing nine o.; and the said board of director
may fill vacancies in their number, howeve
t caused, by election from among the stock
holders
. The said board shall be elected annually
on the first Tuesday after the first Monda
in the month of January of each year, excep
the first board which is provided for in thi
l charter
At the annual election held for the elec
r ton of directors each share shall be entitle
5 to one vote, which may be cast in person c
by written proxy.
1 The failure to hold such meetings sha
, not terminate the corporation, but the off
I GERS then in office shall hold over until thei
successors are elected and qualified.
: The first board of directors shall consis
r Of: F. T. Riehards9n, whose address isc So
: Cope, whose address is SOP Woodlawn Plact
y New Orleans; and Marshall D. Cloyd, who's
e address is 1885 Arabella street, New Orlean
!. Each board of directors shall annual
e elect from their midst. a president, vic,
y president treasurer and secretary and
( may combine the Office of treasurer wit
i, that of the president, vice-president or til
: secretary, and it may elect secretary WI
: need not be a director or stakeholder, bi
such secretary cannot be treasurer.
e The first president shall be F. T. Richart
: son. The first vce.president shall be Will
{ H. Cope. who shall also be treasurer, an
r the first secretary shall be Marshall
5 ClOyd, and they shall hold Office until the
: successors are elected and qualified
# Article EI-NOt less than fifteen QS) day
e notice shall be given for all regular stool
: holders meetings. and not less than fly
i % days notice for special meetings. tt
i board of directors shall hold regular ar
o special meetings at such times and upon sue
4 | notice TO time which the said board ma
! fix. All notices of meetings of all kinds sha
e be by written notice through the post ofic
5, addressed to the respective stockholders
II the address given to the secretary by eaC
n stockholder, or the notice may be delivert
|. by messenger.
|. Article NII.-This act of Incorporation ma
e be changed, modified or altered or this co
poration may be dissolved with the asse
y Of two-thirds of the stock present or re
? resented at meeting convened for tn
II purpose.
II Article VIII.-No stockholder shall ever
II held liable or responsible for the contrac
1 nj in fttrth
IS sum than the unpaid balance due on q
1. shares of the stock owned by him; nor sha
Il any mere informality in organization ha
5. the effect of rendering this charter null
n exposing the stockholders to any liabili
e beyond the amount of his unpaid stock.
i Article IX.-Whenever this corporation
s dissolved either by limitation Of time, or
l. the determination of the stockholders,
,r affairs shall be liquidated under the supe
i vision of two (O liquidators, to be appoint
4 tor that purpose al a general meeting
r the stockholders convened after ten q
e days notice.