The herald. [volume] (New Orleans, La.) 1905-1953, 1918-04-11
CHARTER.

Section V. To carry on any other bust
ness which u"drT the law il may be- en-
titled to carry ON which may seem To the
corporation to be calculated directly or
Indirectly, to enCCtuate the aforesaid oh
lectN or either Of them, or to facilitate IL
| IN Ill" transaction of its aforesaid buSi-
ness or businesses. or any part thereof,
or IN the transaction OF any other lawful
/ business that may he calculated, directly
or indirectly to enhance the value Of or 10
render pTohtahle any of the COmpIny'S
. properties and rights. and generally to
/ hoid ana exercise all such incidental pow
crS ANA privileges as relate to the oh jectS
and purposes herein before set forth as
/ may b" necessary, useful or convenient
Tor circulating said objects and purposes.
7 Article lN.-The authorized capital
. NtogN Of this corporation is hereby liked
. 'l Nli"rH thousand tNl1NUuJ dollars. di-
. 'IG'd INTO one hundred and nifty I5O)
shares OF the par value OF one hundred
. 'NI'"l ""'l.r~ each, an of which shall be
/ common stock, and the same may be is
. sued tor cash money, or in payment Of
. property or services actually received by
/ or rendered 10 said corporation.
TINS corporation shall commence BUSH
. ness ana become going concern as soon
/ as ultecu thousand dollars of its capital
stock shall have been subscribed and Maid
/ Tor said stock shall be fully paid at the
F d>~ta~gblp.
/ The parties hereto declare that each
I subscribed for the number of shares Of
. said capital stock set opposite their re-
/ >prriiNe signatures hereto, aggregatiug
/ Fifteen thousand $4,000 dollars, the
/ same TO D." paid for in cash or in prop
rrty or other chooses in action or notes
OF The value satisfactory TO the holders.
/ me Hoard of Directors hereinafter ere
+ itvd Is specially authorized to dispose of
. "a" stock for any and all of the purposes
/ above stated. as in its Judgment may
seem fair and proper
/ The capital stock of this corporation
. may hc Increased or decreased, from time,
20 time. u any amount not exceeding One
. hundred Thousand Dollars. in accordance
ing thereto.
/ Article N.-All the powers of this cor
/ pOration shall be vested in and be exer-
/ clScd by board of directors composed
/ Of not less than three nor more than five
stockholders. rs the board of directors
[ may from time TO time determine. to be
elected each year by the stockholders ut
the annual meeting. each director shall
I be bona iide stakeholder and the first
/ lioard of Directors who shall serve until
! the election TO he held on the first Tues
day in February, 1919, and until their
successors are elected and qualified, with
their pOStOllicc addresses. are as follows:
\. I. DgSenbury, New Orleans, La, AS
shares. L. q. Dusenbury, Miami Fla,
share, Molhe Captain, New Orleans,
La, | share: with said A. T. Dusenbury
as President and Treasurer. Z. q. DuSen-
bury, as Vice President, and MOllie Cap
Ian, as Secretary.
on the first Tuesday in February, 1919,
ana annually thereafter, except when such
day shall fall on a legal holiday, then
upon the next following layday, the stock
holders shall elect board of directors
Tor the ensuing year, the board already
Installed to continue to hold over until
their successors are elected and qualified.
The Board of Directors so elected shall
select from their own number the officers
OF the corporation, who shall be a PreSi-
dent, a Nice-PreSideHt, and shall also elect
Secretary and "A Treasurer who may be
members of the Board or not as the Di-
rectOrS may see fit, and both of said Of
fees may he held by one and the same
person as Secretary Treasurer. as may be
determined by the Board, or the Office of
dent.
The election of directors shall be by
ballot, and the persons receiving the larg-
est number of votes shall be declared
elected. For electing directors or for any
other purposes, each share of stock.
whether present or by proxy, shall be en-
Titled to one vote a majority of the
votes cast shall be required to pass any
resolution or decide any question sub
mitted to the stockholders, except for the
alteration or amendment of this charter
or the dissolution of the corporation, as
hereinafter provided.
The said Board of Directors shall have
power and authority to make all neces-
sary rules and regulations for the man
agement, operation and control of the
business of the corporation, as well as to
make all necessary rules and bylaws,
with power to I'LL any vacancy occurring
| IN their number or any vacancy occurring
among the officers of the corporation.
majority of the directors voting at any
one time, in person or by proxy, shall be
required to pass any resolution or adopt
any bylaws and which, when adopted,
shall then be corporate acts.
Article NI.-NOtice of all meetings of
stockholders for electing directors, or for
any other purpose, except as may be
hereinafter directed, shall be given in
writing by the Secretary, to be deposited
in the mails at least ten days before such
meeting. directed to each stakeholder at
his last known address appearing upon
the books of the corporation, unless said
notice Is waived in writing by all the
books.
Article VII.-This act of incorporation
may be modified, added to, changed or
amended, or this corporation may be dis
solved by and the assent of the holders
OF two thirds in amount of its then en-
tire outstanding stock, given at a general
meeting of the stockholders to be con-
vened after ten days prior notice, to be
given in one of the daily newspapers pub
lished in the City of New Orleans, In ad-
ditional TO the personal notice to each of
the stockholders, as provided in Article
VI of its charter, and such changes as
may be made in reference to the increase
or decrease of the capital stock shall be
preceded by such notice, delays and for
malities as are by law required.
In the event of the dissolution of said
corporation, either by limitation of its
charter or otherwise, its affairs shall be
liquidated by three commissioners. to be
appointed and elected at a special meet
ing called for that purpose, as above pro-
vided, and he shall remain in office until
the affairs of said corporation shall be
fully hquidated; and in case of the death
of one or more of said liquidatOrs, the
survivors or survivor shall continue to
act.
Article VIII.-No stakeholder shall be
held liable or responsible for the con-
tracts or faults of this corporation in
any further sum than the unpaid balance
due to the corporation on the shares
owned by him, nor shall any mere formal
ity in organization have the effect of
ing a stakeholder to liability beyond the
amount of his unpaid stock, if any.
Thus done and signed at my Office, in
the City of New Orleans, on the day,
month and year first herenbefOre written,
in the presence of $. II. Whitfield and l..
ii. Pfeiner, competent witnesses, who
hereunto sign their names, together with
said appearers and me, Notary, after due
reading of the whole.
Original signed).
A. II. Dusenbury, 14S shares; p. G.. Du-
senbury, per pro. A. Il. Dusenbury, /
share; Mollie Captain, 1 share.
Witnesses: S. Il. Whitfield, l.. II. Pfeif-
fer.
(SeaD
ARTHUR b. LEOPOLD, Not. Pub
j, the undersigned, Recorder of Mort
cages in and for the Parish Of Orleans
State of Louisiana, hereby certify that
the above and foregoing act of incOrpOra-
ton of ALLAN Land Company, Incorpor-
ated," was this day duly recorded in my
office in Book 1913, folio =.
New Orleans, La, March Sth, 1913.
II II n