The herald., 1918-06-06

associations of the State of Louisiana, or
any other state, district, territory or coun-
try, and while owner of such stock to ex-
ercise all the rights, powers and privileges
of ownership including the right to vote
thereon, to the extent permitted by law.
s. To acquire and hold shares, stocks,
debentures, debenture stocks, bonds, obli-
cations and securities issued or granted
by any company, constituted in or car
rying on it's business in the United States,
or in any colony or dependency or pos
session thereof or in any foreign country,
and acquire, hold, SELL transfer, mort
gage, pledge or otherwise dispose of de-
bentures, debenture stocks, bonds, obliga-
tions and securities issued or granted by
any government, municipality, district or
other public body.
g. To enter into, extend and receive
any contract or assignment of contracts
for or in connection with any of the above
purposes; and, in matters wherein this
corporation shall be interested or con.
cerned, to guarantee full performance OF
contracts and sub-cOntracts made by other
parties and to advance money to such
parties and to endorse and guarantee pay
ment of prOmissory notes and other OBJ
legations made or executed by them.
TO- To buy, sell, lease, reclaim, Guilt
vate, develop and improve lands and real
estate, buildings, improvements and ma
chinery necessary or convenient In connec-
ton with the business of this corporation
Article IV.-The capital stock of, this
corporation is hereby fixed at the sum of
one hundred and fifty thousand (Sl5O,OOO.-
0O) dollars, divided into and represented
| by fifteen hundred O50O) shares of the
par value of one hundred ($1OOOO) dollars
each, of which shares two have been sub
scribed for and paid for in cash, and four
teen hundred and ninety-eight have been
subscribed for and paid for in the equiva-
lent of cash in property and contracts,
as shown by the detailed statement mark.
ed schedule A." attached hereto as part
| of these Articles of Incorporation, the
property and contracts set forth therein
being valued and appraised by the Board
| of Directors as being worth in excess OF
one hundred and forty nine thousand
| eight hundred (Sl49, 10000 dollars.
All shares of stock shall be fully paid
and non assessable. No transfer of stock
shall be binding upon the corporation I'M
less made upon its books. All certificates
Of stock shall be signed by the President
! or First Vice President and the Secretary
and sealed with the corporate seal.
All transfers must be made upon the
books of the corporation by surrender OF
the original certificate properly endorsed
| for cancellation by the stakeholder in
whose favor the said stock is issued, or
by his or her duly authorized agent, and
upon receipt of said certificate, the Sec
rotary shall be authorized to cancel the
same and issue a new certificate in lieu
! thereof.
This CORPORATION shall have the right to
| increase its capital stock from time 10
| time, the limit of such increase to be the
sum of six hundred thousand (S6OO,OOO.OOl
dollars, to be also divided into shares OF
the par value of one hundred ($1OOOO) dol
\ lars each and provided said increase IN
! the capital stock or any part thereof shall
\ in each case have been authorized by the
| vote of two-thirds of all its stock, at a
| meeting duly called and held In accord
ance with the provisions of Article vi OF
| this charter.
Article V.-The corporate powers or TINS
corporation shall be vested in and exer-
cised by Board of Directors composed
of not less than five 90 nor more than
| seven ca stockholders. In the event or
there being five Directors, three 20 OF
them shall constitute quorum. In the
event of more than five Directors four a.
| shall constitute a quorum. The directors
| shall be elected annually by ballot by the
| stockholders on the third Tuesday in May
\ of each year, the first election to be held
on that date in 1918, and the following
shall compose three of the first Board OF
+, Directors to be elected, to-wit:
| II. II. McWilliams, cor. Bodley and Main
streets. Memphis, Tenn; A. W. Fisher, Jr.
cor. Bodley and Main streets, Memphis,
| Tenn; r. II. Burchell, 1918 Soniat street,
New Orleans, Louisiana.
All elections shall be by ballot, and no.
] tice of each election shall be given as
provided in Article vi of this charter.
Each stakeholder shall be entitled to one
vote for each share of stock standing in
his name on the books of this corporation,
the vote to be cast either IN person or by
proxy, and il shall require a majority of
the stock present or represented to elect
Stockholders shall have the right of Gu
mulative voting in the election of Direc-
tors. The Directors thus elected shall
their successors are elected and qualified
A failure to elect Board Of Directors as
above provided shall not work a forfeiture
OF this charter, but In case Of such fail