The herald., 1917-07-12
CHARTER
OF SOUTHERN BIOLOGICAL SUPPLY
co, INC
STATE %; Louisiana, Parish Of Orleans, G;
o.! New Orleans.

Z the month Of jane n :hc year Of out
| Loci nineteen hundred and seventeen and
u the Independence 81 she jU:tcd States OF
! America the one hundred and forty
before me, Henry Leon Sarpy, notary pub
hC, daily comu.>s .puei and qualified, IN and
i,r ,h.> city and the Parish OF Orleans
| therein residing AID II the presence OF The
| witnesses nr-".raiter named and under
| signed personally came and appeared.
| The >ey,ga. persons hereinafter named, VINO
declared taat awaiting themselves OF the
AVS 20; TINS state relative 10 thc formation
Of cJrPyrauon>, and especially the provisions
| OF Act No 20, page 81 OF the Session O;
! the General Assembly OF the State OF Lou
! ,s.aua for the year 1914, approved July q
| 1914, they have C0ycnanted and agreed and
| by these presents covenant and agree and
| bind themselves as well as such others as
may later become associated with them tC
! form a corporation or body polite IN laH
| Tor the objects and purposes and under the
agreements and suPu,atlons, following TO-
Wit:
Article F,rst-The name. title and style
| q said corporation Shal. be: Southern BIO
| logical Supply Co., Inc and under such
name j; shall exist and enjoy corporate sue
Ce~sIou FOX period and term OF ninety nine
years from this date.
Article Second-The dom!cile OF SAID COY
poration shall be IN the e.ty OF Ne" Orleans
| Parish If Orleans, Louisiana, where all eta.
ton and othc: legal process shall be served
| on the president, or, IN his absence, on any
other officer o; the said corporation.
Article ThIrd-Ihe objects and purposes
| Tor which this corporation IS organized and
! the nature Of the business 70 be carried on
| by i; are hereby declared 10 be:
| (a) To collect, store, breed. raise, prepare,
preserve and purchase or otherwise acquire,
| animals and plants, their parts or produces,
! and the selling OF otherwise alternating the
! same, for scientific. educational CONNER
! cIal purposes, or otherwise
! % To engage, as principal or agent, in
| experimental and held survey for the purpose
| Df OF
! observation;
| Cc) To provide by purchase or otherwise,
/ all apparatus and equipment, boats, machn-
! cry. vehicles buildings lands and other
things and articles necessary TO carry out
the purposes for which this corporation IS
| created;
Id To purchase OF otherwise acquire and
20 sell or othcru Sc ALLEVIATE and to manu-
iactu-e or otherwise produce all supplies,
material and chemicals needed or used in
| biological work and Its allied sciences, in
! ciHdiug microscopes and accessories. PLAIN
and prepared microscopic slides, museum
| jars and glassware, lantern slides, scientific
photographs, etc;
,el TO publish scientific reports, give lee
lures or tuition IN biology and its allied
sciences and 20 conduct educational cam
/ paiguS IN connection thereto;
| % And generally said corporation shall do
! each and every &c; and thing necessary 10
| the successful operation Of It's business, the
| same a, # the power thereto were fully and
/ powers granted u corporations by any ex-
| listing or future law Of this state.
! Ar,cle Fourth.-Al corporate powers of
| this corporation shall be vested in and exer-
/ cised by a board OF not less than seven "a
! directors. 10 be elected by the stockholders
| annually. The first election under this char
! ter to be held on the third Saturday in May,
| 1918, and on the third Saturday in May
| thereafter and until the election to be held
] IN 1918 and until their successors have been
| elected and qualified. the following shall con.
,;,:u,e The first board Of directors. to-wi;:
j.. Percy E'osEEa, Jr.a New Orleans, La
! Thompson, New Orleans, La; Justin F. Den
| cchaud. New Orleans. La; Henry L. Sarpy,
| New Orleans La, and Nelson Constant, Des
AlemandS. La, and said board SHALL imme.
| ilate.y after their election. and at their mrs,
meeting thereafter, elect from their number
! a president, a SiCe-preS,dcu:, a secretary and
! i treasurer. provided that the office Of sec.
| rotary and treasurer may be combined IN one
person.
Until the stockholders shall have elected
| their holrd Of directors in 1918 and they shall
/ have duly qualined. the following shall con-
>t.tute the officers Of this corporation, viz:
| p. Percy NIoSCa r., president, Henry J..
| Sarpy, yIce-president, Justin F. Denechaud
| secretary and treasurer.
| All elections shall be by ballot and a
| majority OF the votes cast shall be necessary
| to elect. All elections and meetings shall
! be held after the notices and delays pro-
| vded by law.
said board OF directors, acting for said
! corporation, shall have power to buy or 9th
| erS!se acquire, or to sell or otherwise alien
! ate. and 10 mortgage or otherwise hypothe-
! cate. all property movable or Immovable,
! tangible or intangible; 10 borrow money and
I - issue notes, bonds or other evidences OF
! debt and generally 10 exercise all the pow
ers generally exercised by boards OF direc-
| tors.
Article Fifth.-The capital stock of this
corporation Is hereby fixed at the sum OF
twenty thousand dollars tSNUnO0D, divided
into and represented by Two hundred 600
shares Of the par value OF one hundred dol,
lars t$l00i each, which shall only be issued
in the manner and form and for the con-
siderations provided by law.
Said capital stock shall be divided into
preferred stock and common stock. There
shall be one hundred and twenty shares of
preferred stock and eight shares OF common
stock. The preferred stock shall be subject
TO redemption ont OF any net prohts or
earned surplus, al a price OF not less than
par, and the holders thereof shall receive
dividends thereon not 10 exceed seven per
cent, cumulative, thereon, as declared by the
| board OF directors. after which dividends,
not to exceed fifteen per centum, shall be
deClaf>d by said board OF directors and paid
any additional earnings or surplus the said
board OF directors may declare extra divi-
deuds TO the holders OF the preferred and
common stock. provided such extra dividends
I
The capital stock of this corporation may
| be increased to the sum OF fifty thousand
| dollars (S50.ODG) represented by shares of
| one hundred dollars each, OF which increase,
| if made, there shall be one hundred thirty
| shares OF preferred stock and one hundred
| seventy shares OF common stock.
| Article Sixth.-At the dissolution of this
corporation its affairs shall be liquidated by
| the then existing board OF directors. Any
vacancy in said board or the inability OF
| any member to serve as liQuidating CON-
| mSSiCrer. shall be filled by appointment of
| a stakeholder by the remaining commission
ers. All powers vested by Act 267 of 1914
| relative TO hquidating commissioners of cor
| porations. shall be vested in said liquidating
| commissioners. Said commissioners shall
hold office until the final liquidation of said
| corporation.
| Article Seventh.-The names and post office
| addresses OF the subscribers TO the capital
stock and the AMOUNT subscribed by each,
| are:
| p. Percy Viosca, Jr., New Orleans, twenty
| shares Of preferred stock and twenty shares
OF common stock, to be paid for by he
| property. etc, transferred 10 said corporation
| as mentioned in the attached list. which is
to be read into and form part OF this charter
| Robert Glenk. New Orleans. forty shares
! Of preferred stock, TO be paid for by the sale
and transfer to this corporation OF the real
estate mentioned and described in the at.
| tached list. which is to be read into and
| form part OF this charter;
| I. p Thompson. New Orleans. forty shares
! OF the preferred stock TO be paid for by the
| sale and transfer to this corporation Of the
! real estate mentioned and described in the
| attached list, which is to be read into and
| form part Of this charter;
! Justin F. Denechaud, New Orleans, one
-, y FIrtr n he mai F1r