The herald. [volume] (New Orleans, La.) 1905-1953, 1917-02-15


| Of Louisiana, the United States OF America
| or elsewhere; to purchase, lease, exchange
| OF otherwise acquire any and all property,
movable or immovable, and the same ~ SELL
| lease, mortgage, hypJ;hecate, donate, rent,
| exchange or otherwise ALLEVIATE or enCum-
| Der; 10 exploit, reclaim, improve real estate
| and 10 lay the same ont IN t1wuS.lcS, towns,
cities, villages, municipalities or other po-
ntlCIl Subdivisions, and IN connection there
with 10 sci. the said real estate as town
| lots, suburban sites or farms, 10 make and
construct all necessary or convenient I'M
pryyewgn;, 1nolIrutai thereto, including
! bitches, canals, streets, roads, aaugucttcs,
sidewalks and alleys; % bulla and erect. by
! itself or through others, residences, dwell
| lugN OF other structures and IN connection
Herewith 10 operate any and all mills Or
: factories Tor the purpose % manufacturing
| building material, etc; 10 buy and sell and
| deal IN personal property, stocks, bonds,
and deal IN, well as vote IN any manner
! OF proceeding the stock IN other corpora
! tons and the interest IN any partnership Or
| hrm; to act As agent. either through Itself
| Or through ITS agents, Tor any other per
| son. hgm or corporation, 10 do or perform
| any OF The object, and purposes above men
! toned, and generally, 70 Do each and every
| act and thing and 10 engage III any or all
businesses incidental, connected with Or
growing out OF the above expressed objects
and purposes, the same II the same was
! Sc forth al length herein.
Article Ill.-Ihc capital stock OF this cor
porauOu IS hereby liked AZ the sum OF AIty
! thousand $4,000 dollars, divided into and
| represented by one thousand QUUU) shares OF
| the par value OF nifty (S5yD dollars each; all
| 0i SAID stock shall be paid Tor III cash
The capital stock % this corporation
may be increased 10 the OF 1--WE
! hundred thousand l$50,UDOU) d,llars,
| which, if such increase shall be made shall
| be represented by the number OF shares Of
! the par value 10 be fixed by the StOCkhOld-
| crs or the board OF directors, who shall nN
| the maximum amount OF such increase, pro-
| NItpI al nal ed
| the SAID sum OF hve hundred thousand dol
| lars; that such increase shall be made from
| time 10 time as the convenience OF the cor
pOratiDu shall designate.
| That such stock, II any is issued, shall not
| be issued Tor less than Its par value, either
! Tor cash, or fur property actually received
| by the corporation. or Tor services actually
| rendered 10 1t; that III the event SAID stock
| Is sold on lnNtallmeuts the board Of direc-
| tors shall provide and tx the time, manner
and amount OF the deferred payments there
| Of.
| Such stock shall be iull paid and non
asscssablc, subject only to the unpaid bal
ance due thereon, II sold on lnstallmett
| payments. All stock OF this corporation, pro-
vlded Tor herein or that which may hereafter
| be issued, shall be valid only If signed by
! The president or vlce-presIdcnt and counter
signed by the secretary.
All transfers OF any stock shall be valid
only when made on the books of the COM
pany, and no transfer shall be made and
no stOckhOlder shall dispose OF his said
stock, either by sale or by donation inter
vivOs or mOrtis causa, until the same shalY
ten notice delivered to the secretary there
OF, and said corporation shall, for ten days
Of the delivery OF such notice 10 the secre-
tary, have the right TO acquire such stock,
At Its market price, or if there is no market
price, for its book value according to the
| books Of the corporation
Article lE.-Ihe domcile OF this corpora
ton shall be IN the city of New Orleans
Parish OF Orleans, State Of louisiana, and
Il shall enjoy corporate succession for pc
rod OF ninety-nIne years from this date.
Article N.-Al legal process shall be
served on the president, or in his absence,
on the vIce-presIdent, any other officer
! OF me corporation. or as may be prescribed
Article Wall corporate powers of this
corporation shall be vested in and exercis ed
! by board Of not less than eight and not
more than eleven directors. Until otherwise
| provided by the board OF directors the said
majority Of whom shall constitute a major
| lty for the transaction of all business.
Said board shall be elected annually on
| the first legal Monday in January The first
election under this charter shall be held in
| 1918, until which date the following shall
constitute the first board Of directors, to-wit:
Ferdinand katz, % Audubon Place, New Or
leans; Allen ii. JOhness, 20lO Pension street.
| New Orleans; F. Otway Denny, 59l9 Perrier
street, New Orleans; Francis ID. Charbon-
| net, Jr., 2S35 Ursullne Avenue, New Or
leans; Otto Mayer, 35i2 St; Charles Ave.
nue., New Orleans; Albert 5. White, 1851
| ksplanade Avenue, New Orleans; 7. Seton
| Schneldau De soto hotel, New Orleans and
James Flotte, 1881 Bayou Road, New Or
leans. who shall hold their office until their
successors have been elected and have quail
flied.
The said board Of directors shall elect
| from their number 4 president, vice-presi-
dent, a secretary and a treasurer and such
election shall be held at the first meeting
| OF said board following their own election.
Until their successors have been SO elected
| in 1918. the said Ferdinand Katz shall be
president, the said Allen II. Johness shall
be vice-preSldent, +. Otway Denny shall be
| secretary and Francis d. Charbonnet, Jr.,
shall be treasurer.
All elections shall be By ballot and
majority OF the votes cast shall be necessary
to elect or to decide any question:; each
stakeholder shall be entitled to one vote for
each share of stock standing in his name,
on the books of the company, and such vote
may be cast in person, by proxy or as pro-
vided in Section Il of Act No. 567 of l9i4
Said board OF directors shall provide, by
resolution, for the manner and form of Civ
ing notices OF election, meetings, etc, both
| of the stockholders and the board itself.
Such board shall also make such bylaws,
| rules and regulations as may be necessary
to properly carry out and exercise the du-
ties, powers and privileges of this corpora
| ton, herein provided for, including the is
sue, registration and certihcation of its cap
ltal stock, the manner and method of voting
U tNcISlSlHS Ine STOCK IN Otner corporations
and the interests in partnerships and firms,
and shall generally have and enjoy all rights,
| privileges and powers allowed or usually ex-
| ercised by boards of directors under the laws
! of this state.
Article VII-Ths charter may be altered,
| amended changed upon complying with
| the provisions Of Act No. 267 of 1914, rela-
| tive to the same.
Article VIII.-On the dissolution of this
| corporation, for any purpose reason, its
| affairs shall be liqudated by three COM
| mssioners, to be elected by the stockhold-
! ers, as provided by Section 80 of Act No.
| 267 of 1914.
Article IX.-No liability shall attach to any
| stakeholder of this corporation. for any fault
of omission commission of this corpora
balance due by him on the shares of its
capital stock subscribed for and unpaid by
him, or for any sum amount that he may
| be indebted to the corporation. No infor-
mality in the organization of this corpora
ton shall expose the stockholders thereof
to any liability, except as above provided
Article X.-The subscribers to the capital
| stock OF this corporation have written OPP
poste their names the amount and number
of shares of such capital stock, in order to
have this charter serve as the original sub
scription list thereof, which original sub.
scription list is follows: Ferdinand Katz
$50 shares. $3.50; Allen H. JOhness, Isl
shares, $500; F. Otway Denny, go shares
shares. 5000; Otto J. Mayer, 50 shares, ST..
500; Albert S. White, 100 shares, 5000; P
Seton Schneidau, 100 shares, 5000; James
Flotte, so shares. $500. Ali of said sub
scribers declaring that said stock is to be
paid for in cash, and such subscription being