The herald. [volume] (New Orleans, La.) 1905-1953, 1918-03-28
CHARTER.


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, TO efcCtuate the aforesaid OBJ
Jects or either of them. or to facilitate it
! IN IN" transaction of its aforesaid busi-
| "'SS OF businesses, or any part thereof.
or IN the transaction Of any other lawful
business ihat may lie calculated, directly
or indirectly to enhance the value of or 10
render profitable any of the Company's
properties and rights: aud generally TO
hold and exercise all such incidental now
erN ana privileges as relate to the Objects
ana purposes herein before set forth as
may De necessary. useful or convenient
lor circulating said objects and purposes.
Article lN.-The authorized capital
stock of this corporation is hereby tiXed
al hitcrn thousand C$lJ.OOOl dollars. di-
Nid'd into one hundred and fifty $50
shares of the par value of one hundred
! iNlpoi dollars each. all Of which shall be
common stock, and the same may be is
Hu'u Tor cash money, or in payment of
/ property or services actually received by
( or rendered to said corporation
! ms corporation shall commence bust
/ h'>S ana become going concern as soon
/ as hlteen thousand dollars of its capital
stock shall have been subscribed and maid
/ lor' said stock shall hc fully paid at the
| aSScSSablc.
The parties hereto declare that each
subscribed for the number of shares of
said capital stock set opposite their re-
| SPrr,tle signatures hereto, aggregatiug
] he
| 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
lted Is specially authorized to dispose of
thr stock for any and all OF the purposes
/ above stated, as in its Judgment may
stem fdlr and proper.
/ The capital stock of this corpor,tion
/ may he increased or decreased from time
/ 10 time. 10 any amount not exceeding one
hundred Thousand Dollars, in accordance
. Hri.ts.
1 ing thereto.
Article N.-All the powers of this cor
| porati2n shall be vested in and be- eNer-
/ cIsed by "A board of directors cemposed
of not less than three nor more than i've
stockholders as the board of directors
may from time to time determine TO H,
elected each year by the stockholders at
,he annual meeting; each director shall
be bona hde stakeholder. and the first
Hoard 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 poStoilicc addresses, are as follows:
y. I. DuSenbury, New Orleans La. 14S
shares. J.. 6. DuSenbury, Miami. Fla.
! share. Molie Captain, New Orleans
La, l share; with said \. T. Dusenbury,
a. President and Treasurer. =. q. Dusen-
Ian, Secretary.
ON the first Tuesday in February, 1919,
snd annually thereafter, except when such
DAY shall fall on a legal holiday, then
holders shall elect Il board of directors
Tor 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, Nice-President and shall also elect
a Secretary and Il Treasurer, who may be
members of the Board or not. as the Di-
rectorS may see fit, and both of said Of
fees may be held by one and the same
person Secretary VI Treasurer ne m no
determined by the Board, or the office OF
Treasurer may also be held by the Presi-
dent.
The election of directors shall he nv
ballot, and the persons receiving the larg-
est number of votes shall be declared
elected. For electing directors or for any
whether present or by proxy, shall be en-
titled to one vote. majority of the
votes cast shall be required to pass any
resolution or decide any question sub
mitted to the stockholders, except for the
alteration or amendment of this charter
or the dissolution of the corporation, as
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 well 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.
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 VI.-Notice of all meetings Of
stockholders for electing directors, or for
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-
ire outstanding stock, given at a general
Meeting of the stockholders to be con-
,ened after ten days prior notice, to be
given in one of the daily newspapers pub
ished in the City of New Orleans, in ad-
iitional to the personal notice to each Of
ne stockholders, as provided in Article
VI or Its charter, and such changes as
nay be made in reference to the increase
n decrease of the capital stock shall be
preceded by such notice, delays and for
nalities as are by law required.
In the event of the dissolution of said
orporatiOn, either by limitation Of its
harter or otherwise, its affairs shall be
ppointed and elected at a special meet
ng called for that purpose, as above pro-
ided, and he shall remain in Office until
he affairs of said corporation shall be
ully liquidated; and in case of the death
4 one or more of said liquidators, the
urviyors or survivor shall continue to
ct.
Article VIII.-No stakeholder shall be
eld liable or responsible for the con-
racts or faults of this corporation in
ny further sum than the unpaid balance
ue to the corporation on the shares
wned by him, nor shall any mere formal
ty in organization have the effect of
this charter null or of expos
ng stakeholder to liability beyond the
mount of his unpaid stock, IL any.
Thus done and signed at my Office in
he city of New Orleans, on the day,
month and year first hereinbefore written,
4. Pfeiher, competent witnesses, who
Iereunto sign their names, together with
aid appearers and me, Notary, after due
eading of the whole
Original signed).
A It. Dusenbury, 14S shares; p. G. Du-
enbury, per pro. A. It. Dusenbury,
hare; Mollie Captain, share.
witnesses: S. Il. Whitfield, l.. III. Pfeif-
er.
SeaD
ARTHUR p. LEOPOLD. Not. Pub.
i. the undersigned, Recorder of Mort
,ages in and for the Parish of Orleans,
state Of Louisiana, hereby certify that
he above and foregoing act of incOrpora-
ion of ALLAN Land Company, Incorpor-
ted" was this day duly recorded I'm nv
'fice in Book 1919, folio =.
New Orleans, La, March Sth, 1918
Signed) EMILE j. LEONARD, ID. r.
l hereby certify that the foregoing is
rue and correct copy Of the Charter OF