The herald., 1919-06-26
CHARTER
CHARTER OF LIGHTNING CHEMICAL
COMPANY INCORPORATED.

United States OF America, State Of Louis
leans. Be it known, that on this sixth day
of the month of June, IN the year OF our
Lord thousand nine hundred and nine.
teen, and OF the Independence of the United
forty third; before me, Arthur A. Moreno.
| a Notary Public, duly commissioned and
qualified, in and for this City and the Par
ISL of Orleans, therein residing, and in the
| presence of the hereinafter named under
signed witnesses, personally came and an
peared the following persons whose names
are hereunto subscriber together with the
amounts of their respective subscriptions to
| the capital stock OF the corporation to be
formed who severally declare that. avail
ing themselves OF the provisions OF the gen
eTal laws of the State OF Louisiana relative
to the organization OF corporations, they
have covenanted and agreed. and do by
these presents covenant and agree. and bind
| and Oblgate themselves, well as such
other persons nay hereafter become as
ISOLATED with them their successors, to
form and constitute themselves into a cor
poration and body polite in law, and for the
objects and purposes and under the agree
merits and stipulations following, to-wt:
ARTICLE 1.-The name and title OF this
corporation shall be the Lightning Chemical
Company, Incorporated, and by that name
said corporation shall have power and
thorlty TO have and enjoy succession for the
full term OF ninety nine years from the date
row money; to make and issue its negotiable
promiSso-y notes or other evidences OF in
debtedneSs: to create debts; 10 make and
use corporate seal; TO purchase and re
ceive, lease. hold, sell and convey, as well
as mortgage and hypothecate. property. real,
personal and mixed; to name and appoint
such officers and agents 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 as may ne deemed necessary,
and the name to change, alter and amend at
pleasure.
! ARTICLE 1.-THE domicle Of this cor
pora,ion shall be in the City " New Or
leans, Parish OF Orleans. and all citations
and other legal process shall he served upon
The president Of said corporation. or in case
Of his absence. upon the vice President. or.
in case of the absence Of both Of these Of
tcers, upon the secretary thereof.
ARTICLE III-The objects and purposes
tor which this corporation IS established, and
the nature Of the business TO be carried on
by it. are to buy. manufacture, compound
sell, handle and otherwise deal in all xmas
OF chemical products to do all things Incl
dental to said business; and 10 employ and
use such means and instrumentalities as
may be useful, necessary or convenient fgr
the conduct Of the affairs and business OF
, this corporation
ARTICLE IV.-The capital stock Of this
corporation shall be Five Thousand CS5,G00O
Dollars. divided into fifty (5D shares OF
:
increased to the sum Of Twenty-Five Thou.
sand tS25,0o00O Dollars, divided into Two
hundred fifty C25O shares of the par value
IF $1,000 each. and this corporation is 10
be going concern when one-half OF the
| capital stock has been subscribed Tor. Ed II
slale Of stock shall he entitled to one vot"
either IN person or by proxy, az all general
election, or meetings IL stockholders.
ever be increased over the sum Of Five Thou-
sand t$5.no0O Dollars, then such additional
shares Of stock that may be issued shall first
be offered to the holders OF stock at the
time Of issuance at the book value of said
new stock IN the proportion in which the
SAID STOCKHOLDERS shall at the tiwe OF IS
suance hold stock in this corporation.
ARTICLE N.-\o stakeholder shall ever he
held liable or responsible for the indebted
ness, faults or defaults of this corporation
nor shall any mere informality in the or
ganizatIon Of the corporation have the effect
~ rendering the charter null or Of exposing
the stockholders to any liability beyond the
unpaid balance, If any, on his stock sub
Scription. Should any stakeholder desire to
sell his stock, he shall first offer the same
to the stockholders of the company at its
book value through its board OF directors
and the stockholders who desire to purchase
shall have the right to purchase the same
in the proportion to their holdings of stock
IN the company. Should said stockholders
in fifteen days after the notice having been
gwen, in writing. fail refuse TO purchase
the stock offered for sale, such stock may
! transfer
shall be made or held TO be valid and bind
ing unless made in pursuance of the pro-
visions of this charter.
ARTICLE NI.-This corporation shall have
! all powers granted to such corporations BY
law and shall have the power TO contract,
sue and be sued in its corporate name and
to own, hold. receive, loan, lease purchase
, sell and convey or mortgage any and ali OF
ITS effects or to hypOthecate its property
t and to do any and all acts and things of anv
other kind, nature description, as may
D oe necessary to carry out the objects and
purposes of said business as its interests and
/ cOnvenlences may require.
1 ARTICLE NII.-The business of this cor
poration shall be directed by and vested in
: board OF directors of three members two
: OF whom shall constitute quorum for the
t tors as first constituted shall be John T
S Logan, John d. Bailey and John Davidson
1 and they shall hold office until the first
r tuesday IN May. 1920. and on that day and
y on the same day thereafter, elections shall
be held annually for the directors at the
principal office of the corporation. Failure
to hold an election on the day specified
shall not dissolve the corporation, but the
directors in office shall hold their respec.
tive offices until an election shall be held
! after thirty. days notice of the time and
, place thereof given to each stakeholder. The
annual election shall be held the first
tuesday of May, 1920, and thereafter on the
l first Tuesday of May of each succeeding
5 year. and the election shall be held between
the hours of ten and twelve a. NJ All va
cancies on the board of directors for what
ever cause shall be filled by the remaining
directors. John T. Logan shall be the first
president, John Davidson shall be the first
vice president and John D. Bailey shall be
the first secretary treasurer. and they shall
hold office until the first Tuesday in Nav
1920, until their successors are elected.
and each succeeding board of directors shall
elect its principal officers for the term of
their election and only stockholders shall
be eligible for election as a member of the
board of directors. Directors may act either
in person or by proxy
ARTICLE VIII.-Whenever this corpora
ton is dissolved either by limitation or for
any other cause, its affairs shall be liqu-
dated by the board OF directors who are
hereby vested with full power to sell any
or all assets Of the corporation, either sepa-
rately or in mass, and to convey full and
complete title thereto, and shall have full
power to do and perform all acts neces-
sary and proper to fully and completely Ii
quidate the affairs and distribute the pro-
ceeds, if any. among the stockholders of the
said corporation to the amount of stock held
by each.
ARTICLE IN.-This act of incorporation
may be amended altered and modified or
this corporation dissolved in the manner pro-
vided by law
Thus done and passed, in my notarial of
flee, in the City of New Orleans on the
day, month and year first above written in
the presence of Azelie Bennett and Ruth
NJ Seller, competent witnesses, who have
hereunto signed their Names together with
rtt anI 30