The herald. [volume] (New Orleans, La.) 1905-1953, 1918-06-20
CHARTER.

United States of America. State OF Louis
;s1, parish of Orleans, City OF New
Orleans:
Re II known. that on this Fourth day OF
the month OF June, in the year one thouSa"u
nine hundred and eighteen
Refcrc ne. Andrew NJ Buchanan, a Not
a-v Public duly commissioned and sworn
in and for the Parish OF Orleans, state OF
louisiana therein residing, personally came
and aDpeared the persons whose names are
hereuuto subscribed. who declared that, avail
ing themselves of the provisions OF the avs
Of this state relative to the organlZd'.olI
Of corporations, and more particularly ASt
No POI of the General Assembly OF TINS
State. approved July 9. 1914, they have cove
nan,ed and agreed and do by these presents
covenant and agree, BIND, foTih anu eo.-
stitute themselves well as such persons
who NAV hereafter join or become associated
with them, into a corporation and body poll,
tic in law, for the objects and purposes ana
under the agreements and stpulations FOL
lowing. tO-wit: -:
corporation shall be: Liberty Machine and
Welding Company, Inc" and under that
name it shall have and enjoy all the nights
advantages and privileges granted by law
| to corporations; il shall exist for the period
| of ninety-nine years from this date; II SHAH
have power TO contract, sue and DC sueu III
| its corporate name; TO make and use cor
porate seal; and the same TO break or alteT
| AZ Measure: to hold. receive, purchase, con-
vey. mortgage, hypothecate or pledge prop
erty both real and personals; TO borrow money
| TO issue bonds, notes and other Obligations
| or negotiable instruments; 10 have and EN-
ploy such managers, directors, officers, agents
| and other EMPLOYEES as the interest and con-
yenience of said corporation may require or
| demand; to make and establiSh such oy-
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.
| ARTICLE 1.-THE domicile OF said cor.
poration shall be established in the City OF
New Orleans, State of Louisiana, and all
Citations and other legal process shall be
served on the President, and in his absence
on the Secretary Treasurer.
| ARTICLE III.-The objects and purposes
/ for which this corporation is organized and
| the nature of the business TO be carried on
| by it are hereby declared TO be to conduct
| general machine foundry and repair shop,
embracing the manufacture and repair OF
machinery and work OF every description;
| TO buy 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 bust,
| ness, undertaking or enterprise connected
with or incidental to the said objects and
| ARTICLE IV-The capital stock of this
corporation is, fixed at the sum OF Five
| fifty shares of the par value of one hundred
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 to
| increase its capital stock up 10 the Of
Twenty Thousand Dollars (S30OOOO0 to be
divided into shares of one hundred dollars
| $4,000 each, provided said increase in the
| capital stock shall have been authorized by
1 IL. -t.z1I H., L.1I
pursuant to the provisions of Article V of
| this charter.
| ARTICLE V-All the corporate powers of
the company shall be vested in. and the man
| agement and control of its affairs shall be
exercised by a Board Of Directors composed
of not less than three more than five
| stockholders. A majority of the directors
shall constitute a quorum for the transac-
| tion of all business. The directors shall be
elected annually by ballot, by the stock
holders. on the first Monday in January in
each year Each stakeholder shall be en-
| titled in person or by proxy to vote for
| every share owned by him, and all elections
shall be held under such rules and regua-
| tiOns as may be determined by the Board of
| Directors after fifteen days notice by mail
of such election shall have been sent to each
| stakeholder at his last known address The
directors thus elected shall continue in Of
| flee for one year, until their successors
! shall have been duly elected and qualified.
! No failure to elect shall be regarded as a
| curing said board shall be filled by the
remaining directors for the unexpired term;
| the said board shall likewise elect the ad-
ditional members in case they should deter
Tmne to increase the number OF said board.
Said Board OF Directors shall at its first
meeting after its election, nominate out Of
| its number, a President, a Vice president
and Secretary-Treasurer. who shall also
| serve until their successors have been duly
i elected and qualified
| ARTICLE Vino stakeholder of this cor
poration may offer for sale, sell. assign or
| transfer his stock in this corporation with
out giving to the other stockholders twenty
days prior notice of such intention, which
notice shall be given in writing to the
| President of the corporation and shall by
| said President be Immediately made known
to the Directors of the corporation, and the
other stockholders shall have the privilege
OF purchasing said stock at the book value
| thereof. said privilege to be exercised with
IN thirty days from date of delivery of said
notice TO the President.
| ARTICLE vino stakeholder shall ever
be held liable or responsible for the CON.
| tracts, faults or debts of said corporation.
nor shall any mere informality in its orga.
nization have the effect OF rendering this
smarter null, or OF exposing a stockholder
TO any liability beyond the unpaid balance
due on the shares owned by him.
| ARTICLE NllI.-This act Of Incorporation
may be changed, modified or altered or
this corporation may be dissolved, with the
|
OF all the stock of the corporation al a
general meeting convened for that purpose
and after at least ten days written notice
or this meeting has been given through mail
addressed to each shareholder at his last
known place of residence In case ofdis-
solution by the expiration of this charter or
otherwise, the STOCKHOLDERS shall elect three
liquidators from among their number, "a
hquldate and settle the business and affairs
OF the company. In case of death or dis
ability OF any one of said commissioners or
hquldators, the survivors or remaining IL
quidators shall appoint a successor to him.
The said liquidators shall have full power
to meet and act under the bylaws of the cor
poration and under regulations to be made
oy a majority of said liquidators: TO fix
the price and prescribe the terms of sale OF
said property and the manner in which the
sale shall be made, and take notes and bonds
secured by mortgage or otherwise, for par,
OF the purchase price for all or any part
OF said property, provided, however, that
the rights herein conferred upon the liaui-
dators may be modified. changed or denied
by majority of the shares Of the capital
stock Of the corporation. The said liquida-
tors shall have authority to sue for and
recover the debts and property in the name
OF the corporation, and may be sued by the
same name. and thew shall he i;ahia 70