The herald., 1918-03-21
CHARTER.

NECESSARY lutEtNOs
Section V. To carry on any other bust
ness which under the law it may be en-
titled to carry on which may seem to the
corporation to be calculated, directly or
indirectly. 10 encctuate the aforesaid OBJ
Jects or either Of them, or to facilitate II
III tine transaction Of its aforesaid BUSH
ness or businesses, OF any part thereof
or in the transaction of any other lawful
business that may be calculated, directly
or Indirectly TO enhance the value of or to
render profitable any Of the COmpdny's
properties and rights: and generally to
hold ANA CNrrcl>" all such incidental pow
crS ana privileges as relate 10 the objects
and purposes herein before set forth as
may hr necessary. useful or convenient
Tor calculating said objects and purposes
Articlr IN.-The authorized capital
stock Of this corporation is hereby fixed
AT fifteen thousand ($l5,uOOl dollars, di-
vid"d into one hundred aud nifty U5Ol
shares of the par value of one hundred
NlOul dollars each. all Of which shall be
common stock. ana the sane may be is
sued Tor cash money, or in payment of
property or services actually received by
or rendered TO said corporation.
This corporation shall commence bust
ness and become a, going concern as soon
as fifteen thousand dollars of its capital
stock snail have been subscribed and paid
for: said stock shall be- fully paid at the
time OF its issuance aud thereafter non
dSS'sSable
The parties hereto declare that each
subscribed for the number of shares of
said capital stock set opposite their re-
Spcctl'e signatures hereto, aggregating
| Fifteen thousand (Sl5OUOJ dollars, the
same to be paid for in cash or in prop
rrtN or other chooses in action or notes
of the value satisfactory to the holders
The Board Of Directors hereinafter ere
Hted is specially authorized to dispose Of
the stock for any and all of the purposes
above stated. in its Judgment may
sr'w fair and proper.
The capital stock of this corporation
may be increased or dccrea Srd. from time
TO time. To- any amount not exceeding One
Hundred Thousand Dollars in accordance
with the provision of the law appertain-
ing thereto.
Article v.--An the powers of this cor
. pOratiOn shall be vested i'm and be eNer-
clsed by a board of directors composed
of not less than three nor more than five
stockholders, as the board of directors
may from time to time determine, to be
elected each year by the stockholders at
the annual meeting; each director shall
be bona fide stakeholder, and the first
Board Of Directors who shall serve until
the election to be held on the first Tues
day in February, 1919, and until their
successors are elected and qualified, with
their postofice addresses, are as follows:
\. T. Duscnbury, New Orleans, La, 14S
shares. 7. G. DuSenbury, Miami, Fla,
! share. MOllie Caplan, New Orleans,
La, l share; with said \. T: Dusenbury,
as President and Treasurer, l.. q. Dusen-
bury, as Vice President, and Mollie Cap
Ian, as Secretary.
on the first Tuesday in February, 1919.
and 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
for 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, NicePresident, and shall also elect
a Secretary and a Treasurer, who may be
members of the Beard or not, as the Di--
rectors may see fit, and both of said Of
fees may be held by one and the same
person as Secretary Treasurer, may be
determined by the Board the Office of
Treasurer may also be held by the Presi-
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-
votes cast shall be required to pass any
resolution or decide any question sub
mitted to the stockholders, except for the
alteration 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 wen as to
! make all necessary rules and bylaws,
with power to fill 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 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
stockholders appearing as such upon 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 adj
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 n special meet
Vided, and he shall remain in office until
the affairs of said corporation shall be
fully liquidated; 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 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
rendering this charter null or of expos
ing stakeholder to liability beyond the
amount Of his unpaid stock, IL any.
Thus done and signed at my Office, in
, the City of New Orleans, on the day,
month and year first hereinbefore written,
, in the presence of s. X. Whitfield and L.
ii. Pfeiffer competent witnesses, who
hereuntO sign their names, together with
said appearers and me, Notary, after due
reading of the whole.
| Original signed).
A. T. Dusenbury, 14S shares p. G.. Du-
senbury, per pro. a. t. Dusenbury, ]
share; Mollie Captain | share.
, Witnesses: S. K. Whitfield, l.. II. Pfeif-
! fer.
(SeaD
: ARTHUR b. LEOPOLD, Not. Pub.
I. 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-
, Ited," was this day duly recorded in my
! office in Book 1919, folio -.
New Orleans, La, March Sth, 1918.