The herald., 1917-04-05

.ES:&A;{:}SS15sf5l33.
sorry notes, and 70 issue bonds; TO buy, lease
rent erect. construct, maintain and operau
buildings necessary or incident 10 the bust
ness herein contemplated, and TO buy, sell
| rent or lease real estate or personal prop
erty in the course and conduct OF said bus
mess, either in connection with said bust
ness or otherwise.
| To acquire Oy purchase or otherwise anC
to hold for investment or otherwise, 10 sell
assign, transfer, mortgage, pledge or other
evidence OF Indebtedness. or any shares OF
capital stock OF any other corporation OF
corp3raHons. ASSOCIATION or ASSOCIATIONS
whether foreign domestic; and while the
| owner Of SAID stock, to exercise all the
| rights powers and privileges of ownership
| including the right 10 vote thereon, 10 the
| same extent a. natural person might do
| And generally to do all things proper and
| legal that may relate or appertain to the
! objects and purposes herein set forth
| The foregoing clauses shall be construed
both as objects and powers, but no recita-
! non, expression or declaration OF specific
| or special powers or purposes, herein emu
| merated shall be decreed to be exclusive.
| but 1t IS hereby expressly declared that all
other lawful powers not inconsistent there,
with, and such as a natural person light
| have and exercise, are hereby included.
| Article lN.-The capital stock Of this cor
| poration Is hereby declared TO be ten thou
!
| hundred shares of the par value OF one hun
| dred dollars CSlO0) each, all OF which shall
| he common stock, and which stock shall be
payable IN. cash or its equivalent at the
| time OF subscription, may be issued at
not less than par in payment OF property,
real or personal, rights, credits, or any bust
ness, including stock in trade, open accounts,
and good will thereof. etc. actually pur-
chased by, or for services rendered 10, this
corporation.
All shares of stock shall be full paid and
non asSessable.
This corporation shall become going con.
Germ and be authorized TO engage in business
the entire capital stock of ten
thousand dollars Slopo0) has been sub
scrlbed and paid for, either in money, prop
erty, or services rendered.
Certificates of stock shall be signed by
the president and the secretary treasurer
and each share OF stock shall entitle the
proxy. 10 cast one vote at all meetings OF
shareholders
Any shareholder wishing to sell his or her
stock must first offer the same. in writing,
to the other shareholders through the board
OF directors, at a price not exceeding the
book value thereof, and they shall have ten
uO) days IN which TO accept or decline such
offer. Should any shareholder make any
sale IN violation of this clause, the same
shall be null and void.
The shares OF stock of this corporation shall
be transferable the books of this cor.
pora.ion only, and no transfer shall be bind.
unless and until made upon said books; and
prior lien on all shares Of stock shall be
retained by this corporation on the stock of
any shareholder for any Indebtedness, Sc
cured or unsecured. however evidenced or
created, due at any time TO the corporation |
by the holder of said stock and all transfers
OF stock shall be made subject, to these con- |
ditions.
The capital stock of this corporation NAV
be increased from time to time to any amount |
not exceeding one hundred thousand dollars, |
IN accordance with the provisions of the law
thereto
Article V.-All of the powers of this cor
poratIon shall! be vested in and exercised /
by board OF directors, composed of not less \
holders, majority to constitute a quorum !
for the transaction of all business ma
jority of the board of directors voting at any
one time, in person or by written proxy,
shall be required to pass any resolution, or
adopt any bylaws, which, when so passed
Or adopted shall become valid corporate acts
The board of directors hereinabove pro-
vided for shall be elected annually at
general meeting of the shareholders TO be
held on the first Monday in January, 1917.
and on the same day and month in each and
very succeeding year thereafter, after ff;
cen days notice in writing mailed to each
stakeholder at his last known address ap-
bearing upon the books of the Corporation
inless said notice is waived in writing by
~ the shareholders appearing as such upon
he books.
Special meetings of shareholders NAV al.
ways be called by the board of directors.
u6Ject to the formalities as to notice or {
egard TO general meetings. l.
A failure, however, from any cause what
oeyer, to hold the annual meeting of stock
olders, the failure to elect directors
hereat, shall not operate the forfeiture of
MS Charter, nor impair its corporate man. r
cement, but the directors then in Office
nall remain in Office and shall serve until ,
usle5 seS Ss,a have been duly elected
Any vacancy in the board of directors.
rom any cause whatsoever, shall be filed S
?r me unexPired term by the remaining
irectors. And the said board of directors
nall have power and authority to make all n
ecesSary rules and regulations for the oper. 0
lon and control of the business of the cor +
iles and bylaws. a
Article Vl-This act of Incorporation NAV i
changed, altered or amended, or this cor. n
oration may be dissolved by and with the p
ITS then entire outstanding stock at $
eneral meeting convened for that purpose a
iter thlrty go days notice in writing i
n ss TO each shareholders last known ad, 1
on IN one OF the daily newspapers in the o
ny OF New Orleans, and as prescribed by l.
Whenever this corporation is dissolved nv d
imitation or otherwise, its affairs snail r., a
quidated under the supervision Of tbree ! n
to be elected at general v
ing OF shareholders convened for that | Il
lrpose, after notice as above provided for a
I TINS Article, and they shall remain in a
nee until the affairs of the corporation shall
ave been fully liquidated; and in case Of D
e death or disability to act of one or MOI, +
the said liquidators, the survivors or h
l dyis;n shall continue, to act, under the n
Section 80 of Act 267 Of 1914. .,
article 'li.-No shareholder of this COR u,
1 = shall ever be held liable or respon 5,
ole for the contracts or faults of this cor m
ration in any further sum than the mnn.id a,
lance due upon the shares of stock owned "a
MN; nor shall any informality in the a,
ganization have the effect OF rendering r.
Is, charter null or exposing anv ,b,rrs er
ider to any liability beyond the unpaid OF
lance due upon his stock; nor shall any D.
iormalIty or irregularity in Organization ar
We the effect of rendering any sharehoider al
ible as a partner .,
Article AT vi1.-The FIST board of directors PC
j. 1. Landaiche, who shall be president. ii,