The herald. [volume] (New Orleans, La.) 1905-1953, 1918-12-19
CHARTER.

| do, without any restrictions whatever as
| to States or Countries.
ARTICLE Iv.-The capital stock of this
corporation Is hereby fixed mt the sum
of S100,0OO.00 divided into 1000 shares of
$4,000 each which said stock shall be
paid for in cash or its equivalent. at such
of Directors may determine, or may be
issued at par in payment of property
| actually purchased and such stock so is
sued shall be full paid and worcestershire.
| All in conformity with and under the re-
| strictiOns of the presently existing cor
pOrate laws of Louisiana. This corpora
tion shall be authorized to commence
business and be going concern as
capital stock is subscribed and paid for.
The shares of stock shall be transfer
able only on the books of the corporation
and no transfer of stock shall be bind
ing or have any effect on this corporation.
unless and until made upon its books.
The capital stock of this corporation may
by vote of two-thirds OF all of the
outstanding stock at a meeting of the
stockholders called for that purpose in
the same manner as provided for the
meeting to elect Directors.
ARTICLE VAN of the corporate
powers of said corporation shall be vested
in and exercised by a Board of Directors
composed of not less than three nor more
than five stockholders, Said DirectrS
shall be elected annually on the third
Monday in January-in each year at a
general stockholders meeting, except the
first Board, appointed in this Charter.
third Monday in January, 1919. All such
elections shall be held by ballot and CON
Quoted at the office of the corporation.
Notice of such meeting and of all other
the manner prescribed by law, and when
not so prescribed, then written notice OF
such meetings shall be deposited, at least
fifteen Q5) days prior 10 the date of
N no 81 of tha
of New Orleans, addressed TO each stock
holder at his last known residence or
place OF business. At all such elections
and at all corporate meetings every stock
holder shall be entitled to one N vote
for each share of stock standing in his
name on the books of the corporation, to
be cast by him in person or by his written
proxy, and majority of the votes east
shall elect Any vacancy occurring among
the directors by death. resignation or
otherwise. shall be filled by election for
rectors. \ failure TO elect directors on
the day above specified shall not dissolve
the corporation nor impair its corporate
existence or management, but the direc-
tors then In office shall remain in office
until their successors are elected and
qualified. The Board of Directors shall
elect a President, and one or more. not
to exceed four Vice-Presidents. and Sec
rotary Treasurer. The President and
Nice-Presidents shall be stockholders and
Directors of the Corporation, but the
Secretary-Trea surer may or may not be
Director or stakeholder at the discre-
ton of the Board of Directors. The num-
Der of Directors shall be determined by
the stockholders at each annual meeting
and the number of Vice-Presidents shall
be determined each year by the Board
of Directors. The Board of Directors
shall have power and authority to appoint
such agents, managers, officers and other
employees necessary in their judgment
to conduct the business of the Corpora
ton, and to give to such agents, managers
Officers and other employees such au-
thority as they may deem necessary for
ton. The Board shall have the power to
fix the compensations and define the
duties Of every officer and employe and
all agents, managers, officers and other
employees shall hold office and employ
ment at the pleasure of said Board. The
Board may make and establish. as well
as alter and amend. any and all bylaws.
rules and regulations necessary and
proper in its judgment for the conduct,
support and management of the business
and affairs of said corporation. At all
meetings of the Board of Directors each
director shall have the right to appoint
the person so appointed need not be a
Director but must be a stakeholder. The
Board shall have full power and authority
TO borrow money, execute mortgages and
create liens; to issue bonds, notes and
other obligations and TO secure the same
by mortgages, pledge or otherwise; and
generally to do any and all things reason
able. convenient and necessary for the
proper carrying on of the business and
affairs of said corporation. The first
Board of Directors shall be composed Of
John A. Taylor, whose present addresses
are set opposite their respective names to
the subscription to the capital stock of
this corporation. The Board of Direc-
tors shall at its first meeting elect the
officers of this Corporation, in accord
with the terms OF this Charter.
ARTICLE yI.-Whenever this corpora
ton shall be dissolved. either by limita-
ton or from any other cause, its affairs
shall be liquidated by three commits
sioners to be appointed from amongst the
stockholders at a general meeting OF the
stockholders convened for such purpose:
Of said corporation represented at said
meeting shall be requisite to elect. Said
commissioners shall remain in office until
the affairs of said corporation shall have
death Of one or more Of f f5s commits on ahe
sioners, the vacancy or vacancies shall be
filled by election by the surviving COM
missioners. Said commissioners shall
law or by the stockholders at such meet
ings, IL not inconsistent with law
ARTICLE vII.-This act of incorpora-
ton may be changed. modified or amend
ed or the capital stock of the corporation
Corporation may be dissolved. in the
manner provided by law.
ARTICLE VIII.-No stakeholder shall
ever be held liable or responsible for the
contracts, faults. or debts of said CORPORA
ton in any further sum than the unpaid
balance due the corporation on the shares
OF stock owned by him, nor shall mere
1nformality In organization have the eff
rect OF rendering this charter null or of
exposing stakeholder to any liability
beyond the unpaid amount, IL any re-
naming, due on his stock
ARTICLE KIN order that the charter
may serve as the original subscription
list of this corporation the subscribers
hereto have written opposite their names
seription to the stock made by each to-
wit: Walter Il. Chilean, AL Walnut St.
New Orleans, La, share; John A. Taylor,
1917 Henry Clay Ave-, New Orleans, La
share; Buckner Chipley, $40 Broadway
New Orleans, La, (Trustee) 997 shares
Buckner Chipley, $40 Broadway, New Or
leans, La, 1 share.
Thus done and passed, in my office, at
the City of New Orleans, on the day.
month and year herein first above written
In the presence of A. L. Vitter and A. J.
Rossf competent witnesses, who hereunto
sign their names with the said appearers
and me, Notary, after reading of the
whole.
Witnesses. A. L. vitter, Anthony J.
Rossi. (Original Signed) w. b. Chilean.
share; J. A. Taylor, share: Buckner
Chipley, .(Trustee) 997 shares: Buckner
Chipley share. CHARLES 1 DENE-
CHAuD, Notary Public.
true copy:
1, the undersigned, Recorder of Mort
cages, In and for the parish of Orleans