The herald., 1918-10-10
CHARTERS

| CHARTERS
of his stock, same must be offered for II
days to the other stockholders at its boob
value as shown by the books OF the company
| In case some of the shareholders unwill
| ing to purchase at this price, the remaining
shareholder or holders shall have the RICH;
! and purchase their proportion.
ARTICLE N--Au powers of this corpora
| ton shall be vested in and exercised by a
! board of not more than five, and not less
| than three directors, each Of whom shall
hClC in his own name on the books 81 he
company at least one unpledged share OF
stock The board shall elect from their
number a president, a vice president, a sec
rotary, and a treasurer, and such officers
as they may think proper OF convenient TOR
the carrying on OF the companys business,
and shall have power 10 unite two or more
Offices and the same to confer upon one
person, or TO dispense with any office in
its discretion, and to fix the salaries of all
officers, agents and employees. The board
of directors shall be elected annually on the
second Monday Of October OF each year, the
first election TO be held in the year 1919.
All such elections shall be by ballot at the
office of the corporation. Notice OF annual
meetings, well special meetings OF
stockholders, shall be given by written notice,
mailed fifteen days IN advance OF the date
of such meeting to each stakeholder appear
ing as such on the books of the company at
his last designated address, or at the Gen
eral Delivery at New Orleans, Louisiana, if
he has not designated an address Each
shareholder shall be entitled to one vote
for each share OF stock standing in his name
on the books OF the company, said vote to
be cast in person or by proxy, and a ma
Jorlty OF the votes cast shall elect The
board OF directors shall have power TO fill
all vacancies which may occur, or in any
manner arise or be created, by the board OF
directors, even though no quorum remain at
the time such vacancy or vacancies are to
| be filled. Failure TO elect directors on the
day above specified shall not dissolve the
corporation, but the directors then in office
shall remain in office until their successors
are elected The board Of directors shall
have power 10 make and establish, as well as
alter and amend all bylaws, rules and rcgu-
latious necessary and proper Tor the sup
port and management of the affairs and bust
ness Of the corporation and not Inc1rsistcu.
with its charter. The board snail have
power, without referring % tEe stockholders,
20 borrow money execute mortgages, issue
Noes, pledges, bonds or other obligations in
such amounts and on such terms as in their
judgment may be advantageous. and Ecuer-
ally 10 - all things reasonably necessary
for the proper carrying on OF the business ul
the corporation, and they are specially au-
thorized 70 deliver full paid shares Of stock
and bonds, or other obligations, to the com
p.ny in payment Of property acquired by
said corporation at such fair valuation as in
their judgment may be proper. \ majority
,cE the transaction OF business. The board
81. directors shall have the power by a vote
of not less than twO-thirds of all directors
to sell all or any part OF the property
movable and ImmOveable belonging 10 the
corporation, or TO receive in exchange there
..- money or stocks bonds or other obi
lions OF another individual, firm or cor
poratOn OF any character without referring
to the shareholders for power to do SO AT
any meeting of the board Of directors, any
director absent from the meeting may be
represented by any other director, who may
cast the vote of said absent director, accord
ing to general or special written instructions
of said absent director Until the annual
consist of Oscar p. Geren, post office ad-
dress, $50 Common St, New Orleans, Louis
lana; Edward NJ Harnett, post office ad-
dress, $50 Common St, New Orleans, Louis
lana, and Dora G. Powell, post office ad-
dress, $50 Common St. New Orleans, Louis,
lana. OF the foregoing Oscar =. Geren shall
be president; Edward NJ. Harnett vice-presi-
dent, and Dora c. Powell, secretary treas
urer
ARTICLE VI-This act of Incorporation
may be changed, modified or amended, or
this corporation may be dissolved in the man
ner provided by law, by vote Of two-thirds
To-. the entire outstanding capital stock pres
pei: represented at a general meeting of the
s'1ckhholders convened for such purpose,
-i;er previous notice has been given in the
manner above provided to be given of the
annual meeting of the corporation. The
capital stock of the corporation may be in
creased or decreased by proceeding in &C
cordance with the laws of the state of Louis
lana.
ARTICLE VILE this corporation shall
be dissolved either by limitation, or for
any other cause, its affairs shall be liqui
dated by three commissioners, to be appoint
ed at a meeting of stockholders, convened
for the purpose of liquidation, and to be
elected by. vote of all the stockholders.
Said liquidators shall remain in office until
the affairs of said corporation shall have
been fully settled and liquidated. and they
shall have full power and authority to trans.
fer and give title to all property and assets
of the corporation, and to distribute the
proceeds In case of DEATH disability, or
resignation, of more liquidators, the
vacancy shall be filled by the survivor or
survivors.
ARTICLE VIII-No stakeholder shall
ever be held liable responsible for the
contracts or faults of said corporation in any
further sum than the unpaid balance due on
the shares of stock owned by him. nor
shall any mere informality in organization
have the effect of rendering this charter null
or OF exposing any stakeholder to any liza
bility beyond the amount due on his stock.
And in order that this charter may serve
as the original subscription list the sub,
scribers hereto have indicated opposite their
respective signatures the subscription of
shares of stock subscribed by each of them
Thus done and passed at my office, in the
City Of New Orleans, on the day, month and
year above written. in the presence of Vera
II. Thaller and Frank Starks, witnesses, who
have hereunto subscribed their names, to-
gether with me, Notary, and said appearers,
after due reading of the whole.
(Signed) Vera II. Thaller, Frank Starks
(SigneD WATTS X LEVERICH, Notary
Public.
1, the undersigned recorder of mortgages.
in and for the Parish of Orleans, State of
Louisiana, do hereby certify that the above
and foregoing act of Incorporation of Put
nam & Norman, Inc, was this day duly
recorded in my Office in book l222. folio
4Sl: New Orleans, La, September 2lst
A true copy.
WATTS X. LEVERICH, Notary Public
Sept. 26-Oct. 3-l0-l7-24-si.
CHARTER OF THE AUDUBON REALTY
COMPANY, INCORPORATED.