The herald. [volume] (New Orleans, La.) 1905-1953, 1918-03-07
CHARTER OF THE
MICHEL LUMBER & BRICK COMPANY,

: United States of America. State of Louis
lana, Parish of Orleans, City of New
= Orleans.
Ee it known, That on this 9TH day of
, the month of February, in the year of
, our Lord one thousand nine hundred and
; eighteen. and of the Independence of the
/, United States of America, the one hundred
/, and forty second.
Before me. Arthur A. Moreno a Notary
Public in and for the Parish of Orleans,
State of Louisiana, duly commissioned
. and qualified, and in the presence of the
witnesses hereinafter named and under
signed personally came and appeared the
following persons whose names are here
unto subscribed, together with the
amounts of their respective subscriptions
to the capital stock of the corporation 10
he formed. who Severally declare that,
availing themselves of the provisions of
the general laws of the State of Louisiana,
relative to the organization of corpora
tons, they have covenanted and agreed,
and do by these presents covenant and
agree, and bind and Obligate themselves,
as well as such other persons as may be
hereafter become associated with them or
their successors, to form and constitute
themselves into corporation and body
polite in law, and for the objects and
purposes and under agreements and stip-
ulatiOnS following tO-wit:
Il Article 1.-The name and title of this
corporation shall be Michel Lumber and
Brick Company, Inc" and by that name
said corporation shall have power and au-
thOrity to have and enjoy succession for
the full term of ninety-nine years from
the date hereof; to contract, sue, and be
sued; 10 make and use corporate seal (;
to purchase and receive, lease. hold, sell,
convey, as well as mortgage and hypOthe-
cate. property, real personal or mixed (;
to name and appoint such officers and
agents as the interest of said corporation
may require; and to make and establish
such bylaws and regulations for the
proper management and regulation of its
affairs rs may be deemed necessary, and
the same to change and alter at pleasure.
i Article 1.-THE dOmicile of said cOrpOr-
alton shall be in the city of New Orleans,
i State of Louisiana, and all citation and
other legal process shall be served upon
the president of said corporation, and,
in case of his absence, upon the vice
president, and, in case of the absence of
both of these officers, upon the secretary
i thereof.
Article III.-The objects and purposes
for which this corporation is established,
and TIE nature of the business to be car
ried on by it are declared to be the man
ufacture and sale of lumber. bricks. ce-
ment, piling, shingles, lathS, moulding.
and all kinds of building materials. and
to act as agent and represent others in
the sale of such building materials and
to do any and all acts and contracts per
tanning to said business of buying and
selling building materials.
Article lN.-The capital stock of this
corporation shall be Twenty thousand dol
lars (S20OO0O0) divided into two hundred
i shares of the par value of $4,000 per
share, payable when issued in cash, or
other property, and may be increased to
the sum of Fifty thousand (S5O.OOO.OO) dol
lars divided into five hundred shares of
the par value OF $4,000 per share and
this corporation is TO be going concern
4 when one-half of the capital stock has
been subscribed and paid for. Each share
of stock shall be entitled to one vote at
l dll general elections.
Article N.-NO stakeholder shall ever be
liable or responsible for the Indebtedness
faults, or defaults of this corporation nor
! shall any mere infOrmality in the organ
Eatlon OF the corporation have any effect
of rendering the charter null or of ex-
i posing the stockholders to any liability
beyond the unpaid balance, If any, on his
stock subscription. should any stock
i holder desire to sell his stock he shall
| first offer the same to the stockholders of
the company through its Board of Direc-
tors, and the stockholders who desire to
| purchase shall have the right to purchase
the same, in proportion to their holdings
| of stock in the Company at the price Of
| fered by others. Should said stockhold-
ers in seventytwO hours after notice hav-
| ing been given, fail or refuse to purchase
| the stock offered for sale, such stock may
\ be sold to any one. No transfer of stock
| shall be made or held to be valid and
| binding unless made on the books of the
Company. and unless made in pursuance
| of the provisions of this charter.
| Article NI.-This corporation shall have
| all powers granted to such corporations
| Dy law, ana snail have the power to con-
| tract, sue and be sued in its corporate
| name, and to own, hold, receive, loan,
lease, purchase, sell and convey or mort
| gage any and all of its effects or to hy-
pOthecate its property, and to do any and
all acts and things of any other kind, ma
ture or description, as may be necessary
| to carry out the objects and purposes of
said business as its interests and convent
| ences may require.
Article VII.-The business of said cor
poratiOn shall be directed by and vested
| in a Board of Directors composed of three
stockholders, majority of whom shall
constitute quorum for the transaction of
| all business, and the said Directors as
first constituted shall be: f. III. Michel,
NJ. E. A. Michel, Ii. T.. Steffee, and they
| shall hold Office until the second Monday
| in February, 1919, and on that day and
from each and every day thereafter cleo
lions shall be held annually for directors
at the principal office of the corporation.
Failure to hold an election on the day
specified shall not dissolve the corpora
ton, but the directors in office shall hold
their respective office until an election
time and place thereof given to each
stakeholder. The annual election shall
be held on the second Monday of Febru-
aMry 1918, and thereafter on the second
year, and the directors shall be chosen by
ballot and the election shall be held be-
tween the hours of ten A. NJ, and four
p. NJ. All vacancies on the Board Of Di-
rectors for whatever cause shall be filled
by the remaining directors. f. II. MI
chel shall be the first President III. II.
Steffee shall be the first vice president,
and NJ. L. a. Michel shall be first Secre-
tary Treasurer and they shall hold office
until the second Monday of February,
1919, and each succeeding Board of Di-
rectors thereafter shall elect its PRINCIPAL
officers for the term of their election, and |
only stockholders shall be eligible for |
election as member of the Board of Di- |
rectOrs.
Article NlI1.-Whenever this corporation |
Is dissolved, either by Imitation or for |
any other cause its affairs shall be liqui-
dated by the Board of Directors, who are |
hereby vested with full power to sell any
ana all assets of the corporation either
separately or in a mass, and to convey
tuIl and complete title thereto, and shall
have full power to do and perform all |
acts necessary and proper to fully and
completely hquidate the affairs and dis
tribute the proceeds, If any, among the
stockholders of the said corporation to
the amount of stock held by each.
Article IX.-This act of incorporation
may De amended, altered or modified or |
this corporation dissolved by a vote of
three-fourths of the shares of the total
amount of stock at a meeting convened
Tor that purpose after ten days notice in
Thus done and passed, in my notarial
oHiee, In the city of New Orleans State
of Louisiana, on the day, month and wear
first above written, in the presence of
Louise Wingerter and Azelie Bennett
competent witnesses, who have hereunto
signed these presents together with the
parties hereto, and me, Notary, after a
reading of the whole.