The herald. [volume] (New Orleans, La.) 1905-1953, 1918-04-18
CHARTER

| commence DuSlutNS anu bt SUNS
rSrn as soon as 500, 10000 of its capita
| stock is subscribed and paid for. IN
| balance of the authorized capital stock re
manning in the Treasury OF the corpora
| ton may be issued at not less than pa
| from time to time as the Board of Direc
| tors may determine. -.
| The shares of stock shall be transfer
able only on the books of the corporation
and no trOnsfer of stock shall be bindlht
or have any effect on this corporation
unless and until made upon its books.
| The capital stock of this corporation
may be increased mp to an amount OF 81
| JOOOOOOO by vote of twO-thirds OF all o.
| the outstanding stock at a meeting OF TN
stockholders called for that purpose II
| the same manner as provided lOF I'M
| meeting to elect Directors.
| Article E.-All of the corporate powers
Of said CORPORATION shall be vested in and
| exercised by Il Board of directors com
posed of not less than three nor more
than five stockholders. said Director;
| shall be elected annually on the third
| Monday in January, in each year at :
| general stockholders meeting, except the
| first Board, appointed in this Charter
who shall hold their Offices until the third
| Monday in January, 1919.
All such elections shall be held by bal
lot and conducted at the Office of the cor,
poratiOn. Notice of such meeting ana OF
an other stockholders meetings shall bt
given In the manner prescribed by law
and when not so prescribed, then written
notice of such meetings shall be deposit
ed at least fifteen (lJ) days prior TO the
date of such meeting, III the post once
of the City of New Orleans, addressed 10
each stakeholder ut his last known resi-
dpnce or place of business.
At all such elections and nc all corpor-
ate meetings every stakeholder shall be
entitled TO one Cd vote for each share OF
stock standing in his name on the books
Of the Corporation, TO be east by MN III
person or by his written proxy, aud a
majority of the votes east shall elect
ANY vacancy occurring among the direc-
tors by death, resignation or otherwise,
shall be filled by election for the uneA-
pired term by the remaining directors.
A failure to elect directors on the day
above specified shall not dissolve the cor
pOratiOn nor impair its corporate exist
ence or management, but the directors
then in Office shall remain in 0llce until
their successors are elected and qualihed.
The Board of Directors shall elect Il
President and one or more, ACT to eX-
coed four Vice PreSidentS, and SeCre-
taTy- Treasurer. The President ana wee
Presidents shall be stockholders ana III
rectOrS of the Corporation, but the Secre-
tary- Treasurer may or may not be Dl-
rector or stakeholder, at the discretion
of the Board of Directors. The number
Of Directors shall be determined by the
stockholders at each annual meeting, and
the number of Nice-P Presidents shall be
determined each year by the Board OF Dl-
rectOrS.
The-IBoard of Directors shall have pow
or and authority to appoint such agents,
managers, officers and other employees
necessary in their judgment to conduct
the business of the Corporation, and TO
give to such agents, managers, officers
and other employees such authority as
they may deem necessary for the purposes
md business of the corporation. Tn" Board
shall have the power to fix the cOmpenSa-
tions and define the duties of every officer
and employee and all agents, managers,
officers and other employees who shall
hold office and employment at the pleas
ure of said Board.
The Board may make and establish, as
well as alter and amend. any and all by
laws, 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
proxy to act in his place and stead, the
person so appointed need not be II Direc-
tor but must be a stakeholder.
The Board shall have full power and
authority to borrow money, execute mort
cages and create liens; TO issue bonds,
notes and other obligations and to secure
the same by mortgage, pledge or other
wise; and, generally to do any and all
things reasonable, convenient and neces-
sary for the proper carrying on OF the
business and affairs of said corporation.
The first Board of Directors shall be
composed of Anthony Wizard, Walter Il.
Chilean, Buckner Chipley, W. Allen Hood
and Anthony Wizard, Jr:, whose present
tive names to the subscription to the cap
Ital stock of this corporation. The Board
Of Directors shall at its first meeting elect
the officers of this Corporation, in accord
with the terms of this Charter.
Article VI.-Whenever this corporation
shall be dissolved, either by limitation or
from any other cause, its affairs shall be
liquidated by three commissioners to be
appointed from amongst the stockholders
at a general meeting of the stockholders
convened for such purpose; two-thirds In
amount of the capital stock of said cor
poratiOn represented at said meeting shall
be requisite to elect. Said commissioners
shall remain in office until the affairs of
said corporation shall have been fully Ii
quidated. In case of the death of one or
more of the commissioners, the vacancy
or vacancies shall be filed by election by
the surviving commissioners. Said COM
missiOners shall have all powers con-
ferred upon them by law or by the stock
holders at such meeting, If not inconsist-
Article VII.-This act of incorporation
may be changed, modified or amended or
the capital stock of the corporation may
be increased or decreased, or said cOrpor-
alton may be dissolved, in the manner
provided by law.
Article VIII.-No stockholders shall ev-
er be held liable or responsible for the
contracts, faults. or debts of said cOrpOr-
alton i'm any further sum than the unpaid
balance due the corporation on the shares
of stock owned by him nor shall mere in
formality in organization have the effect
Of rendering this charter null or of eX-
posing a stakeholder to any liability be-
yond the unpaid amount, if any remain
ing, due on his stock.
Article IX.-In order that the charter
may serve as the original subscription
list of this corporation the subscribers
hereto have written opposite their names
and addresses the amount of the subScrip-
ton to the stock made by each, to-wit:
Anthony Wizard, 1923 Nashville Avenue.
New Orleans, La, 2499 shares; Anthony
Wizard, Jr., Lake Charles, La. / share;
New Orleans, La, 2I96 shares; w. b. Gil
lican, AL Walnut Street, New Orleans.
La, ! share; J. A. Taylor, 1917 Henry
Clay Avenue, New Orleans, La, l share;
Buckner Chipley, SO Broadway, New Or
leans, La, / share; w. A. Hood, Lake
Thus done and passed, in my Office, at
the City of New Orleans, on the day,
month and year herein first above writ
ten, in the presence of j. j.. PiersOn and
hereunto sign their names with the said
appearers and me, Notary, after reading
of the whole
= Original signed)
Witnesses: ]. L. Pierson, F. Il. Roth.
A. Wizard, 1923 Nashville Ave, New Or
leans, 2499 shares; Anthony Wizard, Jr.,
ia ahe al n" Walnut St. n o. " share S W.
d. Chilean, Trustee, AL Walnut St, N
o., 2I96 shares; Buckner Chipley, $40
Broadway. n. o., 1 share; j. A: Taylor,
1917 Henry Clay Ave, n. o., 1 share; W.
Allen Hood, Lake Charles, La, by Buck
CHAS. L. DENECHAUD, Not. Pub.
|, the undersigned, Recorder of Mort
cages, in and for the Parish of Orleans,
State of Louisiana, do hereby certify that
the above and foregoing Act of Incorpora-
a ha