The herald. [volume] (New Orleans, La.) 1905-1953, 1918-06-13
CHAR r.

CHARIER.
United States OF America, state OF LS WS,.
lana. Parish OF Orleans, City OF Ne"
Re - known. that on this Fourth day OF
the month Of June, in the year one thousand
nine hundred and eighteen.
Refore NE. Andrew NJ. Buchanan, a Not
,rv Public. duly commissioned and sworn
in and for the Parish of Orleans, state oil
ouisiana, therein residing, personally came
and appeared the persons whose names are
hereunto subscribed, who declared thdi' Az an
mo Themselves Of the provisions OF the avs
- his state relative to the organization
n generations, and more particularly ACT
No 367 OF the General Assembly OF tnls
State. approved July 9, 1914, they nave cove
nanted and agreed and do by these presents
covenant and agree, bind form ana .-S Sor',
stitute themselves as well as such persons
who NAV hereafter join or become associated
With them. into a corporation and body pom,
tic in law, for the objects and purposes ana
under the agreements and supu4atiohS lol-
lowing, to-wlt: -. = .L;s
cornoration shall be: Liberty Machine ana
Welding Company, Inc, and under tna'
name it shall have and ENJOY all the rsn's,
advantages and privileges granted Oy law
to corporations; II shall exist l9I tne P st.
of ninety-nine years from this date; 1t ShaN
have power to contract, sue and be sued III
its corporate name; to make and use cor
porate seal; and the same 10 breaS OF d''e'
at pleasure; TO hold, receive, purchase Son
yey rnortgage hypothecate or pledge prop
~ both real and personal; TO borrow money :
to issue bonds, notes and other obllgatlohs
or negotiable instruments; TO have ana en-
ploy such managers, directors, ofiicers, agehIe
and other employees as the interest ana CON.
venence of said corporation may feqIlie u
demand: 10 make and establish such by
laws, rules and regulations for the corPo-
rate management and control of the AFFAIRS
of the corporation as may be deemed neces'
sary and expedient.
ooration shall be established in the City OF
New Orleans, State of Louisiana, and all
citations and other legal process shall De
served on the President, and IN ms absence
on the Secretary Treasurer.
ARTICLE III.-The objects and purposes
for which this corporation is organized and
the nature Of the business 10 be carried on
nv il are hereby declared TO be TO conduet
A general machine foundry and repair shop,
embracing the manufacture and repair OF
machinery and work of every description
N buv and sell at wholesale and retail all
kinds of Mill. Machinery, Plantation and
Marine supplies including Engines, boilers
fittings. etc, and everything incidental there
to; and generally to conduct any other ousi,
ness, undertaking or enterprise eonnec'eI
with or incidental to the said objects and
ARTICLE IV.-The capital stock OF this
corporation is fixed at the sum OF rive
Thousand Dollars (S5,OUO), divided into
fifty shares of the par value OF one hun nun,
dollars each. All shares of stock shall be
full paid and worcestershire. No transfer
OF stock shall be binding upon the corpora,
ton unless made upon its books, and all
certificates of stock shall be signed by such
officers as may be designated by the Board
of Directors. -,
This corporation shall have the right tc
increase its capital stock up to the sum OF
Twenty Thousand Dollars (SO,WoU) 10 be
divided into shares OF one hundred dollars
$4,000 each, provided said increase IN the
capital stock shall have been authorized by
the stockholders at meeting to be helC
pursuant to the provisions OF Article o.
this charter.
ARTICLE V.-All the corporate powers o
the company shall be vested in. and the man
agement and control of its affairs shall b'
exercised by Board Of Directors composed
of not less than three nor more than tivt
stockholders. A majority OF the directors
shall constitute a quorum for the transac
ton of all business. The directors shall b
elected annually by ballot, by the stock
holders, on the first Monday in January il
each year Each stakeholder shall be en-
titled in person or by proxy to vote 10
every share owned by him, and all election
shall be held under such rules and regula
tions as may be determined by the Board o
Directors, after fifteen days notice by mai
of such election shall have been sent to eacl
stakeholder at his last known address. Tn
directors thus elected shall continue in of
flee for one year, or until their successor
shall have been duly elected and qualified
No failure to elect shall be regarded
forfeiture of this charter. Any vacancy oc
curing on said board shall be filled by tn
| remaining directors for the unexpred term
the said board shall likewise elect the ad
ditional members in case they should deter
mine to increase the number of said board
| Said Board of Directors shall at its frs
| meeting after its election, nominate out O
| its number. a President, a Vice President
and a Secretary-Treasurer, who shall ais
| serve until their successors have been dul
| elected and qualified.
| ARTICLE Vino stakeholder of this col
porat ion may offer for sale, sell, assign O
| transfer his stock in this corporation with
| out giving 10 the other stockholders twent
| days prior notice of such intention, whic
| notice shall be given in writing to tn
| President of the corporation and shall b
| said President be immedia tely made know
| TO the Directors Of the corporation, and tn
other stockholders shall have the privileg
of purchasing said stock at the book valu
| thereof, said privilege to be exercised with
in thirty days from date of delivery of sal
| notice to the President.
| ARTICLE VII-No stakeholder shall eve
be held liable or responsible for the cor
tracts, faults debts Of said corporation
| nor shall any mere informally in its orgs
nization have the effect of rendering thi
charter null, or of exposing a stockholde
to any liability beyond the unpaid balanc
due on the shares owned by him.
| ARTICLE NIII.-This act Of incorporate
may be changed, modified or altered. q
| this corporation may be dissolved, with III
| assent OF the stockholders owning two-third
of all the stock of the corporation at
| general meeting convened for that purpos,
| and after at least ten days written motto
| OF this meeting has been given through ma
/ addressed to each shareholder at his la.
known place of residence In case ofdii
solution by the expiration of this charter
otherwise, the STOCKHOLDERS shall elect thrC
| liquidators from among their number
liquldate and settle the business and affair
OF the company. In case OF death or d
ability OF any one of said commissioners
| liqudators, the survivors or remaining
| quidators shall appoint a successor to hr
The said liquidators shall have full DOW,
to meet and act under the bylaws of the CO
poration and under regulations to be mao
by a majority of said liqudators; TO Fl
the price and prescribe the terms of sale
said property and the manner in which II
sale shall be made, and take notes and bond
secured by mortgage or otherwise, for pa
OF the purchase price for all or any pa
OF said property, provided, however, tn
the rights herein conferred upon the Iiqu
dators may be modified. changed or deni,
by majority of the shares of they CAN'T
stock of the corporation. The said LIQUID
tors shall have authority to sue for ar
recover the debts and property in the nan
OF the corporation, and NAV be sued by n
same name. and they shall be liable
soiido to any creditor or stockholders for II
monies and property of the corporatio
which shall come TO their hands or posse
sion as hquidators and for the proper a
plieation and distribution thereof.
ARTICLE IX-Five thousand dolla
II iS5,0000) has been subscribed 10 the can;t