The herald., 1918-04-25

A true copy of the Original.
THOS. E. FURLOW, Not. Pub.
Mch S-April 4-ll-lS-2@May g.
CHARTER OF
LIBERTY MANUFACTURING
COMPANY.
UNITED STATES OF AMERICA,
STATE OF LOUISIANA,
Parish of Orleans. City Of New Orleans.
Be it known, that on this 23rd day of
the month of March. in the year one
thousand nine hundred and eighteen,
before me, John r. Upton, Notary
Public in and for this City and Parish
of Orleans, State of Louisiana, therein
residing. duly commissioned and quail
fed, and in the presence of the wit
neSseS hereinafter named and under
signed, personally came and appeared
the several persons whose names are
hereunto subscribed, who declared to
me, Notary, that availing themselves of
the provisions of the laws of this State
relative to the organization OF corpora
tions. and more especially of Act 267 of
1914, they have covenanted and agreed
and by these presents 40 covenant and
agree for themselves, their successors
and assigns. to form themselves into a
corporation and body polite, for the
objects and purposes, and under the
stipulations hereinafter set forth, to-
wit:
ARTICLE /.
ton shall be the Liberty Manufactur-
ing Company, Inc. and under such title
ii shall have and enjoy succession and
existence for period of ninety-nine
years from the date hereof unless soon
er dissolved; il shall have power and
authority to contract, sue and be sued;
to make and use corporate seal, the
same to break and alter at pleasure; to
have, hold, buy, sell, lease, mortgage,
hypothecate or pledge property. real,
personal or mixed, necessary, proper or
incidental for the carrying on OF Its
business, as well as to issue bonds Sc
cured by such mortgages; to make and
issue notes and other certificates of in
debtedness; to name, elect and appoint
managers, directors, clerks or other
employees to properly conduct its cor
porate business, and to make such by
laws, rules and regulations as may be
necessary or found desirable for the
management of the business and at
fairs of this corporation, and generally
to do every other act, matter or thing
necessary or desirable for the complete
and proper carrying out of said bust
ness.
ARTICLE ii.
The domicile of this corporation shall
be at New Orleans, in the Parish of
Orleans, State of Louisiana, where all
citations or other legal process shall be
served upon the President, or in his
absence on the Vice-President, or in the
absence of both upon the Secretary.
ARTICLE III.
The objects and purpose for which
this corporation is organized and the
nature of the business to be carried on
by IL are hereby declared and stated to
electrical, mechanical, compressed air,
gas and gasoline appliances, tools, ma
chimes and objects of whatsoever ma
ture and kind used where steam. cleo
tricity, compressed air, gas or motive
power is used; to do a general manu-
featuring and repair business, electro
cal, mechanical, or otherwise; to do a
general foundry business in steel. brass,
iron and other metals, also to do a gen.
eral sheet metal manufacturing and
constructing business, and to do any
other kind of manufacturing and re-
pairing that is kindred to any of the
above set forth purposes; to install all
kinds of machinery and appliances; to
operate and construct steam, electric
and other power plants; to represent
others as agents or otherwise in the
same line or similar lines of business;
to act as manufacturing agents and to
receive and sell goods on conSignments;
to acquire and own stock in other cor
porations; to acquire by purchase lease
or otherwise, patents or inventions that
might be used for the purposes of the
business of this corporation; and gen.
things necessary or convenient to carry
on said objects and purposes.
ARTICLE ~.
The capital stock of this corporation
is hereby fixed at the sum of fifty thou
sand G50,000.00) dollars, divided into
five hundred $500 shares of the par
value of one hundred (S100.00) dollars
each; provided, that the amount to
which the capital stock of this corpora
ton may be increased shall be one
hundred and fifty thousand dollars.
Two hundred and fifty shares, or
twenty-five thousand dollars of the
be subscribed before the filing of the
articles of Incorporation. The sub
scribed capital stock of this corporation
shall be payable in cash, property (real
or personally, or for labor and services
rendered and performed.
No stakeholder shall ever be held liza
BILE or responsible for the faults, con-
tracts or debts of this corporation in
any further sum than the unpaid bal
ance due the corporation on the shares
of stock subscribed by him, nor shall
any mere informality in organization
have the effect of rendering this char
ter null, or of exposing any sharehold-
er to any liability whatsoever.
This corporation shall not engage in
business until two hundred and fifty
ESQ shares, or twenty-five thousand
(S25, 000.00) dollars of the capital stock
have been issued and paid in, in cash.
IL, in addition, any stock of this cor
poration is exchanged, either in whole
or in part for property or goodwill, in
that event the provisions of Section
of Act 261 of 1914, shall be complied
with strictly.
ARTICLE V.
All the corporate powers OF this cor
poration shall be vested in and eXer-
cised by a Board of Directors to be
composed of three stockholders, each
of whom shall own in his own right,
during his term of office, at least one
full paid share of stock, all of whom
shall constitute a quorum for the trans
action of business; provided, the Board
of Directors are hereby authorized to
increase, in their discretion, the number
OF Directors to seven 90, in which
case four shall constitute quorum:
The officers of this corporation shall
consist of a President, Vice-President,
Secretary and Treasurer, all of whom
shall be members of the Board OF Di-
rectors. The offices of Secretary and
Treasurer may be combined in one and
the same person.
The following named persons shall
constitute the first Board OF Directors,
Ephriam Rosenberg. 1927 St. Charles
Avenue.
p. Seton schneidau. 1884 Robert
Street.
Benedict B. Hans, 1918 st. Charles
Avenue.
leans. State of Louisiana, as above
stated, with Ephriam Rosenberg as
President. p. Seton Schneidau as Vice
President, and Benedict B. Hans as
Secretary -Treasurer, and these direct
ors and officers shall hold office until
the second Tuesday of March, 1918. or
until their successors are duly elected
and qualified.
Thereafter the directors shall be
elected annually on the second Tuesday
of March of each year; all elections of
directors shall be by ballot, and each
stakeholder shall be entitled to one