The herald., 1917-02-22

/ the absence of all three, on the treasurer
Article N.-The corporation in its corpor.
I ate name shall have the right TO have and
enjoy succession for ninety-nine years from
the date of this charter; TO sue and 20 be
sued in any court OF competent jurisdiction;
. to make and a common seal and alter
the same al pleasure; 10 acquire property.
real. personal and mixed, in and out OF the
State Of Louisiana, by grant, gift, purchase
and TO devise or bequest; to lease, hold and
dispose OF, and to mortgage and pledge The
same; to appoint such officers and agents IS
the business OF the corporation may require;
10 fix their compensation and TO d. s1ltss them
at is pleasure; 10 increase or diminish It's
capital s:oCt; TO make bylaws. not moon
siS:ent with any existing law, fixing or
altering the management o. rs properly ing
regulation and government OF its affairs, and
the manner OF its certificaton and reg.s;r3-
tIou Of its stock; TO acquire and hold STOCK
IN other c"Tporatlons ana II ae,Ifs,.[i :: :.
. other corporations, and 10 sell. hypo;hecaie
or pledge such stock; 20 acquire Its own
pose Of or retire same provided that me
, capital stock Of tins corporation shall not De
. / diminished below the amount provided by
law; 10 conduct business in this state, Other
states. tne Federal districts. the ieTrt'riSN
and possessions Of the United States and IN
foreign countries: 20 wind M and dissolve
itself and generally 10 ENJOY all rights, PRIV
. iegcS and immuuItes granted by la" to
Article Wall the corporate powers Of
. tbs corporation shall be vested IN ana tNt'-
" rr--t hN board ~ directors 20 De N'.lf2Nt4
g Of ,hree stockholders. each Of whom sha,. own
.r- h.s own right not less than one tu.. PAID
and uup'edgcd share Of stock 20 be elected
,. . by the stockholders annually, -1egII'lng ii.
. director. shall AZ their first meeting after
u the annual election. elect from their OWL
e number a president and : vIce-pres:de"t and
= snail cleo. "a secretary and a treasurer e''Ae'
4 u whom mus. be a stakeholder.
VI The first board # directors shall consist d
" Edgar g. Gould, residence ~ LOWERING :;
a. hey IL
1888 s Murat St, New Orleans, La: Jewel
4. Spelling. residence. 2l-l Pension s. NeT
Orleans. La; with the SAID EdEs T.. could
as T-c- dent. Albert Miller, Wee President
Jcsc.I 4. Spe-.,ng. as sec-etaTytreasure-
who shall hold office until their successor
"a re elected and qualified after the irs; an
l. nual meeting m 1918.
,f The annual meeting Of the stockholders 70
;. the election OF directors and ior such oths
n aus.-es q, may come before y, slaI4 .
E. held on the 18th day of January OF eac
wear. beginning in 1918.
Ali elections shall be by ballot. The fa
u-e 70 elect shall not vacate any Office, an
all officers shall hold over until their SUI
cesSors are elected and qualified All vaca'
res in the board Of directors or the officer
shall be filled by the remaining director
z With the written consent OF all the director
u meetings ~ the board OF directors may
Ell held outside Of the State OF Louisiana,
a.. within the State elsewhere than Al the CO
he poratior'> domlC,le. Directors may be repr
ened at any T nee RS q thf 1@[G D. ,s
IT'S when il deems /; necessary, convene NEE
L. inCs Of the stockholders
l! Each stakeholder shall, al every stoCkhol
ey e->' meeting he entitled 10 one vote, IN pc
ny son or by written proxy, for each share
- capital stock held by him or he may send h
vote by le;ce-, the signature Of which mu
he acknow lodged before notary public
other officer authorized 20 take affidavit
Stockholders shall have the right Of cum
lative voting in the election OF director
Shares Of stock in this corporation legally
"a belonging
SS directly or indirectly. Notices Of stocksol
II eTs' meetings shall he in writing and sha
10 he delivered 20 each Stockholder a. .ea
": fifteen days before the date Of such meeti
n. bv depositing such notice in the p0stottlc
in post prepaid, addressed to each stockhold
= az his last address, which must be furnlsht
ne to the secretary BY such stockholder, su
lu- notice may be delivered 10 such stockhold
no personally. Meetings OF the stockholde
:. may be ordered by the Board OF Directors az
IS must be called when requested IN writ,
in by the holders Of twenty-five per cent OF L
-, . outstanding stock.
by held liable or responsible for the contracts
NJ faults Of this corporation IN any furth
sum than in an amount equal to the unpa
balance on the stock Tor which he has su
ar. Scri6ed. nos shall any mere InfOrmalIty
M organization have the effect Of rendering Il
=" charter null or expose any stockholder to a.
le- liability other than as above provided.
Article lN.-lhIs charter may be altert
me amended or modified or the capital st9
MT increased or decreased or the corporation d
Z. solved. and its affairs hquidated by "
of two-thirdS Of all OF its capital stock
any special meeting called for any of 81
purposes after notice to each stockholc
shall have been given as provided in Arii,
Mt VII Of this charter. Provided. that
~, above method Of dissolution is not exclusi'
W the corporation reserving TO itself the rig
to which is hereby granted, to be dissolved
all any OF the methods provided IN Section
al Of Act 267 Of the General Assembly OF
Y State OF Louisiana OF 1914 Provided turth
en- that if the objects and purposes OF Article
:, Of this charter IS 10 be amended or the ca
IN. tai stock of this corporation Is TO be increa'
beyond the sum fixed in this charter, 81
amendments may not be made except by
vote of threefourths of all of the CAPT
stock.
od Article X.-Upon the dissolution, in a
no manner. Of this corporation, the stockhold
~. shall elect or more Ito be determin
u by them) stockholders as hqudators
NJ liduidate its affairs, and confer upon viii
=, such liquidators such authority as the i
lin now invests in such liquidators, or modify
as they may deem desirable.
In case of vacancy the remaining llqu
ator or liquidators shall by election fill 81
vacancy.
Thus done and passed in my office in
& city Of New Orleans, on the day. month a
year herein first above written, in I
ina presence of Messieurs W J. Sanders and
{. Sutton, competent witnesses, residing
mn this city, who. with said apPearers and n
red notary, sign these presents, after due readl
t red Original Signed Edgar G. Gould,
r | q
bIic Sperling / share.
"a Witnesses: w J. Sanders. L. c. Sutton.
ned " E. HUMPHREY, Notary Publ
anne l, the Undersigned recorG G Oh iiSi 'sas
tbe Louisian do hereby certify that the abe
tive and foregoing act of Incorporation. of !
ave Southern EnoroluerE dhG Mdnuldctu VI
ves corded in my office in Book No. 1906, Fo
~: No % New Orleans February 2nd 1917
With tSlgned)s EMILE ). Leu NAND, ny.
ton tifv that the above is true and corr
copy Of the original act of incorporation
ton the Southern Embroidery and Manufacture
mn Works, Incorporated, file in my off
attached to which is the certificate of
for recorder Of mortgages Parish of Orleans.
fo- In faith whereof, / have hereunto set
D.r. hand and have affixed my official seal, I
Ia End day of February, 1917
EN-. " E. HUMPHREY, Notary Pub
To feb IS p mch s Is p
~: Eeh-1iarv u 1Q1z