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

| gas and gasoline appliances, tools, ma
| chimes and objects of whatsoever ma
| ture and kind used where steam, cleo
| triCity, compressed air, gas or motive
| power is used, to do a general manu-
! featuring and repair business, eleCtrl-
! cal. mechanical, or otherwise. 10 30 a
| general foundry business in steel. brass,
| iron and other metals, also 10 do Il SEN
| cral sheet metal manufacturing and
! constructing business, and to do any
other kind OF manufacturinE and re-
[ pairing that is kindred to any Of the
| alloy" set forth purposes, to install All
! kinds Of machinery and appliances. to
/ operate and construct steam, electric
/ and other power plants. to represent
/ others - agents or otherwise IN the
| same line or similar lines of business;
! 20 act as manufacturing agents anu 10
| receive and sell GOODS on assignments,
/ 20 acquire and own stock in other cor
/ porHtlous. 10 acquire by purchase, lease
| or otherwise, patents or inventions that
! MIGHT he used FOR the purposes of the
I business Of this corporation. and gem
| orally 10 DO and perform any and all
! things necessary or convenient to carry
! on said objects aud purposes.
! ARTICLE ~
! The capital stock Of this corporation
! Is hereby hNcd al the sum OF htiN thou-
! sand tSvp,uOCOoD dollars, divided into
! five hundred t5OOD shares of the par
/ value OF one hundred t$l0OOO) dollars
! each. provided, tnat the amount To
! which the capital stock Of this corpora
/ llon may bc increased shall be- one
| hundred and fifty thousand dollars.
Two hundred and nifty shares, or
! Twenty-Five thousand dollars Of the
capital stock Of this corporation must
bee subscribed before the Ming Of the
articles of Incorporation. The sub
Scrlbed capital stock OF this corporation
shall toe payable ia cash, property (real
or perSonaD, or for Labor and services
rendered and performed.
No stakeholder shall ever be held liza
bic or responsible for the faults, con-
tracts or debts of this corporation in
hssT h.. nm Il hal
duCc due the corporation on the shares
of stock subscribed by him, nor shall
any mere lntormalIty in organization
nave the effect Of rendering this char
ter null, or of exposing any Sharehold-
or 10 any liability whatsoever.
This corporation shall not engage in
business until two hundred and fifty
t2IOD shares, or twenty-five thousand
tS21,UUU.UO) dollars of tac capital stock
have been issued ana paid in. in cash.
II, in addition, any stock of this cor
poration is exchanged, either in whole
or IN part for property or goodwill, in
that event the provisions of Section 3
Of Act 26l OF 1914, shall be complied
ARTICLE V.
All the corporate powers Of this cor
pOraticn shall be vested in and eNer-
clsed 10y Board of Directors to be
composed of three stockholders, each
OF whom shall own in his own right,
during his term of Office, at least one
full paid share of stock, all of whom
action of business; provided, the Board
of Directors are hereby authorized to
increase. in their discretion, the number
of Directors to seven ca, in which
case four shall constitute a quorum
The officers of this corporation shall
consist Of President, Nice-President,
Secretary and Treasurer. all Of whom
shall be members of the Board of Di-
rectors. The offices of Secretary and
Treasurer may be combined in one and
the same person.
q inc
constitute the first Board Of Directors,
tO-wit:
Ephriam Rosenberg, 1921 st. Charles
Avenue.
z. Seton schneidau. 1884 Robert
Street.
Benedict b. Hans. 1918 st. Charles
Avenue.
All residents of the City of New Or
leans, State of Louisiana, as above
stated, with Ephriam Rosenberg as
PRESIDENT, L. Seton Schneidau as Vice.
president, and Benedict b. Hans as
Secretary Treasurer, and these direct
ors and officers shall hold office until
the second Tuesday of March. 1918, or
until their successors are duly elected
and qualified.
Thereafter the directors shall be
elected annually on the second Tuesday
OF March of each year: all elections OF
directors shall be by ballot, and each
stakeholder shall be entitled to one
vote for each share of stock standing
| in his name on the books OF this cor.
poration this vote to be cast in person
or by written proxy, and it shall re-
quire two-thirds of the stock present
or represented to elect
Failure to hold an election for direct
ors on the second Tuesday of March,
1919, or annually thereafter. shall not
work a forfeiture of this charter. but
the old Board of Directors shall remain
in office until their successors are duly
elected and qualified.
ARTICLE VI.
The Board of Directors shall hold
"a mol iF,na IL,
be liked in the bylaws OF this corpora
ton These meetings shall be held at
the domicile OF the corporation, but the
President may call special meetings OF
the Board of Directors at such times as
he may deem advisable, and he shall be
required to call such special meeting
Board of Directors. Three davis writ
ten notice of such special meetings
snail be given to the directors, unless
waiver of such notice hs signed by the
directors Any vacancy occurring in
the Board of Directors, either from
death, resignation or inability to serve
SHAH be filled by the remaining Board
or Directors at its next regular meet
ing after such vacancy shall have oc-
CURED. The first Board of Directors OF
this corporation shall be required to
ment of this corporation, which NAV be
altered, amended or changed as the ex-
agencies OF the case may require.
ARTICLE VII
The stock of this corporation NAV be
transferred, provided such transfer
shall be recorded on the books of this
corporation before IL shall be required
to recognize the transfer of the new
holder of said stock. The total amount
or the subscribed stock, as herein set
forth, is the sum of twenty-seven thou
sand (S27,OOOOO) dollars, or two hum
dred and seventy (270) shares which
are hereby authorized to be issued fully
paid for and worcestershire, for cash
In the event that any stakeholder de-
thereof, he shall first offer same to the
remaining stockholders, in promotion
TO their respective holdings, at its book
value: This offer is to be made to ap-
pear by letter addressed to each stock
holder at his last known address Civ
ing thirty days option. At the expira-
ton OF which time the said stockholder
desiring to dispose of his stock shall
be at liberty to sell at whatever price
and 10 whom he shall please.
ARTICLE VIII.
rms charter may be modified or al
tered, the capital stock thereof in
creased or decreased, or the corpora-
tion may be dissolved with the assent
OF tWo-thirds OF the capital stock pres
ent or represented at any meeting OF
the stockholders held for that purpose
AFTER prior notice in writing to each
StOckholder, or mailed to him at his
last known postoffice address all in
accordance with the terms OF Act 267
of 1914.
ARTICLE TX
At the expiration OF this charter or
the earlier dissolution of this corpora-
tion Tor any cause, its affairs shall be
lquldated by one or more liquidators