The herald., 1918-04-04
CHARTER

l p-F-->. No L.h.Ar-4s sal. tC N---a2AS-
| pa.i On the Common Stock aa;- all he
Preferred Sock. c1Er.Ser With a. c-.--I-a;ed
dividends thereon. shall have been paid -
/ full ard retired. The whole o. any part O;
SAID Preferred Stock may De called and re-
/ tired a; Par, plus c-m-la:ed dIvide1ls =
/ C4:e II payment, - any line. PROVIDED ,2--
/ - case pa-- only o: sad s-ocs - called toT
! retirement, the saares 50 re;.:et s@a:- Dc
/ Standing Preferred Stock. II The even; OF
any .g-.ta-.5. OF dissolution o. winding
| C9. whether voluntary % l1vc.-1tarE' o;
! ne corporation, the holders o; the F'e:eEEel
/ :heir shares. toge.Ae- with al e-'rlIa'el
! dividends thereon. 6: the rae 0: egg: PEI
/ sent. . per cent? per an7l" 20 the dz;e o.
| said .:quita:.o1 a1d AFTER payment . tN-
value with said c.-Ila:ei dividends. "a;
! remaining assets and funds shall be divided
! and paid . re holders Of The Common
Stock rz;a5.y according . their EesPee;'ye
Ses:ioa :. Tie Cs--oa Stock Of said
! -1rpo-s.i5- : hereby Gxed a. the SUN q
| e:sa. thousand dollars tSmrp1. divided
ia:5 and represented BY eisA: hundred ls.,
| 5e entitled % such dividends 2s may De de-
| -'a-ei ty ,le board u directors, subject =
| ne provisions u Section hereof; and shall
be entitled % share n ne assets AID funds
sc-ibei n Section hereof, and II 10 o;He7
Separate stock books and stock registers
/ shall BE KEEP: tl- cash class o. stock
/ The whole O.: said stock or any par,
,aere5: may be issued and delivered 70 any
! pers57. arm OF corporation io- the acquire
| men; u the rights privileges; permits,
/ franchise, properly, sery.'udes' leases; %.
/ any part thereof, owned or controlled by
sad person o. corporation. a.s2 II payment
/ settlement and adjustment Of the c1s's'
/ fees charges and expenses incurred to- seTE-
ices rendered IN the formation and oTgaai-
go ? :
and bringing a5oa; the purchase OF the
/ property. rights, permits and tra1ca.se
| Aforesaid also Tor cash or II l1s-al.-1e1;s OF
such amounts as the board OF directors nay
determine: also fo- property received OF
! services actually rendered 20 this company.
The Board Of Directors herein created IS
specially authorized 70 dispose OF the s:oek
or any part thereof Tor any and a.! o. tEe
purposes above stated, and i: Is particularly
authorized 70 dispose o. said s;ock' or any
pay: thereof. 70 Johnston Armstrong, II eN-
change for the land. or any part thereof, OF
said Johnston Armstrong. together with t1e
hin under Ordinance NJ. +-2S Of the Com
mission Council o.; the City Of New Orleans
Louisiana, a-- - accept the conditions OF
said ordinance.
:,01 shall be vested IN and exercised by :
board Of nine directors, each OF whom shaL
have in his own name at leas; ten shares OF
stock. I'VE Of whom shall constitute quo
SAID board Of directors shall be elected
. Annually on the first Monday OF April o.
each year. the first election 70 be held II
, the year 1919.
ofHce Of the corporation, and all such e.ec
! tious. as well as all meetings OF siockho.d
! e-s. except when otherwise required BY law
I si;een days notice shall be given, eillei
: personally or by dePosIc.rg n the pos:-othoe
properly addressed 10 each s:ockAolder, s-cf
] notice being addressed % the s:Ockholderi
= las: designated address, OF a: the Genera
J Delivery az New Orleans. Louisiana, II n
has not designated an address, and ann1unc
ing the tine and place Of The meeting. Eael
shareholder shall be entitled 70 one vote 70
each share Of stock standing II his name o:
the books Of the company, said vote TO o.
cast II person or by proxy, and the majority
of the votes cast shall elect. The board Of d
rectors shall have power 20 I'll al vaca1cie
which may Occur on the board Failure .
! elect the board OF directors or the day abov,
. specihi shall not dissolve the corporation
D but the directors then in Office shall renal;
in ONCE until :he;r successors are elected
Due notice OF election snail forthwith b
5 gwen. as above provided, and such notice Q
an election IS held. The board OF director
al their first meeting following each annla
election shall, ont OF their number, elect
President. a Vice President, and they shall
; likewise elect, but not necessarily from thei
number, a Secretary, a Treasurer and sucl
;. other officers as the board OF directors shall
deem necessary. The board shall hav
/, power. n It's discretion. 20 unite two o
one person, and shall have the power to {:
the salaries OF all officers, who are no
shareholders; but no ofhoer. who is a mem
Der Of the board Of directors, shall receive
salary such.
:. The board OF directors shall have power {
= make and establish, we'll alter an
! amend. al bylaws, rul es and regulation
a necessary and proper for the support an
g.
said corporation. and not Inconsistent wi;
its charter. Said board shall also have ful
power and authority TO borrow none
}. through the President or some other dul
or other obligations in such amount and o
such terms as in their judgment may be al
vzutageous, and generally TO do all thing
| reasonably necessary for the proper carry
/. ing on OF the business Of the corporation
y also 10 issue and deliver full paid shares c
stock obligations OF said corporation i
. payment OF money borrowed. labor or SER
/, | ices, or property, or rights actually n
J. served by sad corporation as heretofore Sc
= forth; and shall have power to do all sue
a acts and things as may be necessary
: carry out the objects ana purposes for whic
!. | this corporation Is organized The major
4 ity of the existing board shall constitute
= quorum Tor the transaction of any bushes
= at any meeting Of the board of directors
:. Any director absent from the meeting may :
!, represented by any other director who ma
| cast the Yote OF the Said absent Qirecro
= according to the written instructions OF sal
: absent director for that meeting.
e Until the mex; general meeting 70 be hel
v under this charter on the first Monday
i April, 1919, or until their duly qualife
n successors are elected and installed, n
r Board Of Directors shall be composed of Hur
:, ter c. Leake, Citizens Bank Bldg, Ne
Orleans. La, Ivy G. Kittredge, Hiberni
Il Bank Bldg. New Orleans, La; Abrahai
% Goldberg, Hibernia Bank Bldg, New Orlear
e La. ;Wn. Pfaff, ~ Perdido St. New o.
d leans, La; Lauren J. Bradley. corner Can
. and Common SIS, New Orleans, La
d Joseph L. Onorato $50 Common ST., New o.
J. leans, La; Frank L. Levy, Hibe-nia Ban
!, Bldg. New Orleans, La; Gustave De
) Baldwin. corner Camp and Common SITS
II New Orleans, La; and James J. Maasoi
S lis Tchoupitoulas ST., New Orleans, La
Il With Hunter c. Leake. as President; "
h C. Kit;redge. as Vice-President, and Lar
:; ren J. Bradley, as Secretary and Treasure
q Article NI.-Whenever this corporatio
- shall be dissolved from any cause, its a
: fairs shall be liquidated by three stool
IS holders 70 be appointed at a general NEE
;, ing OF stockholders convened for the pui
II pose of liquidation, a. hereinafter prC
l. v,ded, each share OF stock being entitled
J. one vote 70 be cast by the holder. either
person or by proxy. Said commits soaeT
l. shall remain in Office until the affairs Of sal
5, corporation shall be fully settled and liqu
Al dated, and they shall have full power an
u authority 20 transfer and give title 10 a
n the property and assets OF the corporation
and to distribute the proceeds. In case
D. death, disability, or resignation Of one