The herald., 1918-07-18
CHARTER.

BE II known, that on this Fourth Gay o,
me month OF June, II. the year one 'A'os'"u
nine hundred and eighteen.
Grf,re ne. Andrew NJ Buchanan, a Not
~ Public duly commissioned and sworn
(, and for the Parish OF Orleans, state OF
louisiana, therein residing, personally came
and appeared the persons whose names arg
here,irIto subscribed. who declared that, avail
10, Themselves Of the provisions OF the laws
of this state relative TO the orgalIzattou
If corpo~ati0ns. and more particularly ACI
No. PSI OF the General Assembly OF TINS
State, approved July 9. 1914, they nave cove
Tanted and agreed and do by these presents
covenant and agree, bind, form and con-
stitute themselves well as such persons
who may hereafter join or become associated
with them, into a corporation and body pom,
tic in law, for the objects and purposes ana
under the agreements and stipulations FOL
lowing, tJ-wlt:
ARTICLE 1.-The name and style OF this
corporation shall be: Liberty Machine ana
Welding Company, Inc and under that
name il shall have and enjoy all the rights
advantages and privileges granted by law
to corporations; il shall exist Tor the PERIOD
Of ninety-nine years from this date; 1t shall
have power 20 contract, sue and be sued IN
its corporate name; to make and use cor
porate seal; and the same to break or amer
at pleasure; 20 hold. receive, purchase, con-
vey, mortgage, hypothecate or pledge prop
erty both real and personal; TO borrow money;
TO issue bonds, notes and other Obligations
or negotiable instruments; 10 have and en-
ploy such managers directors, officers, agents
and other employees as the interest and con-
venience OF said corporation may require or
demand; to make and establish such by
laws, rules and regulations for the corpo-
rate management and control OF the affairs
Of the corporation as may be deemed neces-
sary and expedient.
ARTICLE 1.-THE domicilc of said cor.
poration shall be established in the City OF
New Orleans, State OF Louisiana, and all
citations and other legal process shall be
served on the President, and in his absence
on the Secretary Treasurer.
ARTICLE III-The objects and purposes
for which this corporation is organized and
the nature Of the business 10 be carried on
by it are hereby declared to be to conduct
general machine foundry and repair shop,
embracing the manufacture and repair of
machinery and work of every description (;
10 buy and sell at wholesale and retail all
kinds Of Mill, Machinery, Plantation and
Marine supplies, including Engines, boilers,
fittings etc, and everything incidental there
TO; and generally to conduct any other bust
ness, undertaking or enterprise connected
with or incidental to the said objects and
purposes.
ARTICLE IV.-The capital stock of this
corporation is fixed at the sum OF Five
Thousand Dollars (S5OG1OO), divided into
fifty shares of the par value of one hundred
dollars eacf~ All shares OF stock shall be
full paid and worcestershire. No transfer
OF stock shall be binding upon the corpora
ton unless made upon its books and all
certificates Ct stock shall be signed by such
officers as may be designated by the Board
Of Directors.
This corporation shall have the right to
increase its capital stock up to the sum OF
Twenty Thousand Dollars (S2O,0O0OO to be
divided into shares of one hundred dollars
(SlO0OO) each, provided said increase in the
capital stock shall have been authorized by
the stockholders at meeting TO be held
pursuant to the provisions Of Article V of
ARTICLE V.-AlI the corporate powers of
the company shall be vested in. and the man
agement and control of its affairs shall be
exercised by Board of Directors composed
OF not less than three than five
stockholders. A majority of the directors
shall constitute quorum for the transac-
tion of all business. The directors shall be
elected annually by ballot, by the stock
holders, on the first Monday in January in
each year. Each. stakeholder shall be en-
titled in person or by proxy to a vote for
every share owned by him. and all elections
shall be held under such rules and regula-
tons may be determined by the Board of
Directors, after fifteen days notice by mail
Of such election shall have been sent 10 each
stakeholder at his last known address The
directors thus elected shall continue in of:
ice for one year. or until their successors
shall have been duly elected and qualified
No failure to elect shall be regarded as a
forfeiture of this charter. ANY vacancy oc-
curing on said board shall be filled by the
remaining directors for the unexpired term
me SAID board shall likewise elect the ad-
dltional members in case they should deter
mine to increase the number of said board.
Said Board of Directors shall at its first
meeting after its election, nominate out of
It's number, a President, a Vice President,
and Secretary-Treasurer, who shall also
serve until their successors have been duly
elected and qualified
ARTICLE Vino stakeholder of this cor
poration may offer for SALE sell, assign or
transfer his stock in this corporation with
cur giving to the other stockholders twenty
days prior notice of such intention, which
notice shall be given in writing to the
PRESIDENT of the corporation and shall by
said PRESIDENT be immediately made known
other stockholders shall have the privilege
OF purchasing said stock at the book value
ihereof, said privilege to be exercised with.
IN thirty days from date of delivery of said
notice TO the President.
ARTICLE VII.-No stockhoIder shall .v.r
be held liable or responsible for the CEN
tracts, faults or debts of said corporation
nor shall any mere informality in its orSa'
nlzation have the effect OF rendering this
charter null, or of exposing a stncthoIJe-
to any liability beyond the unpaid balance
due on the shares owned by him
AkIlCLE Nlll.-This act of Incorporation
may be changed, modified or altered, or
tins corporation may be dissolved, with the
OF all the stock of the corporation AT a
general meeting convened for that burmese
and after at least ten days written notice
OF this meeting has been given through mail
addressed to each shareholder at his last
known place Of residence In case odds
solution by the expiration of this charter or
otherwise, the Stockholders shall elect three
liquldators from among their number. TO
liquidate and settle the business and affairs
OF the company. In case of death or dis
ABILITY OF any one of said commissioners or
liquldators, the survivors or remaining IL
quidators shall appoint a successor 10 him.
The said liqudators shall have full power
to meet and act under the bylaws of the cor
poration and under regulations TO be made
by majority of said liquidators: to fix
the price and prescribe the terms of sale of
said property and the manner in which the
sale shall be made, and take notes and bonds.
secured by mortgage or otherwise, for part
OF the purchase price for all or any part
OF said property, provided, however, that
the rights herein conferred upon the liqui-
dators may be modified, changed or denied
by majority of the shares Of the capital
stock of the corporation. The said liauida.
tors shall have authority to sue for and
recover the debts and property in the name
of the corporation, and may be sued by the
same name, and they shall be liable in
solido to any creditor or stockholders for the