The herald., 1918-02-21
CHARTERS.
the corporation upon rendering to the trans
fierce pledge its book value.

| the corporation upon rendering to the trans
fierce or pledge its book value.
| Article V.-All powers of this corporation
shall be vested in, and the business shall
| be managed by, board OF directors. con-
sIsting OF three directors, all Of whom shall
| be stockholders, who shall be elected annu-
ally at a meeting Of stockholders on the
second Monday OF January of each year.
And any two Of said directors shall consti-
tute a quorum for the transaction Of all
business OF the corporation, provided the
sad two directors represent the majority of
All outstanding stock OF the corporation.
Article VI.-The first board OF directors
shall consist Of: Augustus C. Vreelaud,
James Rainey, and Emma W. Dinghaus.
The, said Augustus {. Vreeland shall be
president OF this corporation; James Rainey,
reiary-treasurer; all Of whom shall hold Of
hee until the second Monday in January,
1919. or until their successors shall have been
duly elected and indicted into Office
All elections shall be by ballot and held
al the office OF the corporation. Notice of
such meeting shall be given by the secretary
treasurer IN writing, delivered 10 each stock
holder IN person, or mailed 10 his last known
address, at least ten days prior to such
election; but this notice may be waived by
all OF the stockholders.
AT al! such elections. and in all meetings
II the stockholders, each stakeholder shall
oe entitled to one vote for each share of
stock standing in his name on the books Of
the corporation, at the date of said election
or meeting. said votes 10 be cast in person
or by written proxy, and majority of votes
shall elect.
The failure 70 elect directors at the annual
meeting shall not dissolve or affect the cor
poration, nor impair its management in any
respect, but the directors in office shall re
main in office until their successors are
elected and qualified.
Each board Of directors shall elect. as soon
as possible after their own election, presi-
dent a vice president, and a secretary
treasurer and may grant TO each officer such
powers as they deem mt.
All vacancies in the board of directors
from whatever cause shall be filled by the
remaining directors. Any member Of the
board may appoint any other director his
proxy to act in his place and stead at any
meeting Of the board
Article Nll.-ThiS act Of Incorporation may
be modified, changed, or altered, or the said
corporation may be dissolved with the assent
Of two-thirds OF tine capital stock outstand-
ing, az a meeting OF Ghe stockholders con-
vened tor that purpose, and after ten days
notice has been given by registered letter,
mailed to the Hast known address of each
stakeholder. The said notice may be waived
ers.
In case of the dissolution of the CORPORA
ton its affairs shall be liquidated by the
directors in Office at the date OF its disso-
luton.
Article VIII.-No stakeholder shall ever be
held liable for the faults, contracts, of
than the unpaid balance due the corporation
on the share, or shares, of stock owned by
him; nor shall any mere informality in this
charter have the effect of rendering this
charter null, or exposing any stakeholder 20
any liability beyond the unpaid balance, if
any, due on his stock.
Article IX.-The subscription of stock of
Augustus c. Nreeland, for the amount of
twenty five Thousand Dollars Cs2s,OOO0O). or
Two Hundred, Fifty (250) shares, is covered
by, and the purchase price consideration
therefor is, his transfer to this corporation
On this date, of all OF his rights, title, and
hat OF general insurance, and particularly
hat OF general agent of the Ocean Accident
: Guarantee Corporation, Limited, of Lon
Ion, England. for the States of Louisiana
and Mississippi, now and for the past sew
eral years conducted and operated by the
said Augustus c. Vreeland at Room 800 Mai
Orleans; also the good will of his said bust
ness, together with the stock in trade, fur
liture and fixtures thereunto belonging and
contained within Room 800 Maison Blanche
Building, the said business being transferred
n its entirety as going concern to this
corporation as per duly authenticated Act
# Sale, passed before Edouard F. Henriques,
Notary Public, which said business, good
will ,et cetra, of the said Augustus c. Vree-
and have been inventoried and appraised
rs of Januay the first, Nineteen Hundred.
md Eighteen, by said board of directors and
yalued at the sum of Twenty-Five Thousand
Dollars (S25,O0OOO
Article X.-The subscribers hereto have re-
'pectfully written opposite their names the
amount of stock subscribed by them to this
corporation so that this Act of Incorporation
nay also serve the original subscription
list of the corporation, and they have stated
heir post Office addresses, namely, New Or
cans, SO as to conform with Act 267 of the
General Assembly of the State Of Louisiana
# 1914.
Thus done and passed in my Office, in the
lily of New Orleans, State of Louisiana, on
he day, month and year first above written
n the presence of Gordon Boswell and l. p
Bryant, Jr., competent legal witnesses, res
dents of this city, who hereunto signed their
lanes, with the said appearers and me,
rotary, after due reading Of the whole.
Original Signed: A. c. Vreelznd (2so);
.mnta w. Dinghaus (One); James Rsiney
One)
Witness: L. P. Bryant, Jr., Gordon Bos-
;DOUARD F. HENRIoUES, Notary Public.
New Orleans, Louisiana, January, 1918
l, the undersigned, Recorder of Mortgages
n and for the Parish of Orleans State of
ouisfans, do hereby certify that the Act
I Incorporation was this day duly recorded
n my Office, in Book 1919, Folio =
Original signed EMILE J. LEONARD,
by. r.
I hereby certify that the above and fore
ding is true and correct copy of the
riginal act on file in my notarial Office
DOUARD F. HENRIOUES, Notary Public.
an 81 Feb IA 81 Is March