The herald. [volume] (New Orleans, La.) 1905-1953, 1919-12-25
CHARTER.

to be disposed OF bN inc tOIpuIdNloh 40 |
the board of directors may determine, but |
for not less than par and subject TO tue |
same conditions as specIhed IN Article VI
of this charter in regard to the shares OF
stock of which the option Is hcrelnaboTe
given TO the said 5. ii. Livaudais, I. y.
lelong and Michel LelonE.
ARTICLE VI. All the corporate pow !
crs If this corporation shall be vested III
and exercised by a board of directors com
posed of i've stockholders, four OF whom
shall constitute Il quorum.
>. Said directors shall be elected at a
general meeting Of the stockholders OF this |
corporation to be hell on the hrst Wed |
nesday of October in each year, unless
said day be legal holiday, i'll which |
event said election shall be held on the
next succeeding business day.
s. Notice of said election shall be given
by written notice addressed to each STOCK
holder at his last known place OF resi-
I dcncr seven days next preceding the date
! of said election and said notice may be
| given by registered mail.
l. The said board shall, at its first meet
! ing. elect from its members a president
! Il vice president and general manager,
! secretary treasurer or Secretaf! anu
| treasurer.
! >. The first election for directors under
/ this charter shall be held on the first
/ Wednesday of october. nineteen hundred
and twenty, until which time ana uhill
their successors shall have been duly
| elected and qualified the following per
sons shall constitute the first board of di-
rectors: Michel LelOng, 5. II. LivaudalS;
e. A. Lelong, Mrs. A. ID. ChaffralX ana
Mrs NJ. Olivia LelOng, with the sald
Michel LelOng, as president, 5. ii. Llvau-
dais as vice president and general man
| agrr e. A. LelOng, as secretary treasurer.
! e. If any vacancy should occur among
the directors by death, resignation or
| otherwise. such vacancy shall be nlleu DS
the remaining directors, and the person
so elected shall hold office during the re-
mainder of the term OF SAID board ol III
rectorS.
:. The failure from any cause TO elect
directors on the day stipulated shall not
have the effect of disSoving his corpora
ton, but the directors and officers then IN
office shall hold over untiT their sue
, cessors shall have been duly elected and
qualified In the event of any failure TO
! hold the election on the day slpulateu'
the president of this corporation, or III
his absence the ice-preSident, SHAH I'm
, mpdiateIy call a new election, to be held
after notice as hereinabOve provided.
s. At all elections and meetings OF STOCK
+ holders of this corporation each stoch-
holder shall be entitled to one vote LOT
: each share of stock registered IN his or
| her name and may vote in person or d!
proxy. All elections shall be by ballot
O. The board of directors shall meet at
e least quarterly.
!, 10. Besides the annual meeting to be held
as above provided, meetings of Stockhold-
r ers may be held whenever the board OF dl-
e rectors may deem it advisable, or at the
request of any of the stockholders.
l ARTICLE VI.-The net earnings of the
e corporation shall be applied as follows
and in the following order:
l. An interest of six per cent shall be
= paid on all the full paid stock.
. Twenty five per cent of the remain
. der shall be set aside as a reserve luhu
+ until the said reserve shall nave reacheu
the total sum of twenty-five thousand dol
o lars.
/ g. 500 1000 of the remainder, after de-
: Quoting said interest and reserve Shall De
= paid as a dividend on the full pald shareS
Y of stock herein subscribed for.
And of the remainder So per cent will
{ be paid to the said S. IL. Livaudals, Z. a
d LelOng and Michel LelOng, i'll the follow
4 ing proportions, for their services to the
: corporation, in addition to any saiar!
= allowed to them, to enable them 10 pay
:, for the said shares of stock which thes
e have the option to subscribe for as a1ore,
- said and the same to be gradually appileG
5 to the payment of said stock as suOscrlDeO
for by them to-wit: 40 per cent 10 MT
s III. Liyaudais; 80 per cent to Mr.. T.
Ielong; 10 per cent to Mr.. Michel Lelong
All of which is hereby accepted aht
agreed to by them.
: ). As the said shares of stock shall D'
gradually paid for in full in the manner
:, aforesaid or in cash if the said parue'
y chose TO pay cash for the same, the sac
= prO rata of net earnings allowed TO TN
n said S. II. Livaudais, Z: A. Leio.g am
~ Michel LeIong shall be diminished IN pro
. norton to the shares paid for in full AM
- the amount reserved for dividend shal D
nropOrtionately increased to cover IN
dividend on the shares OF STOCK oa "n M,
the option is herein given, as the sam
will be paid for and become fun pan
stock.
- g Certificates of stock shall be deiivere
r. To them for full paid shares of stock oni
and when the same snail nave oeeH s tua,
no
s. when fully paid for shall be entltieu
r the same interest, profits, dividends an
y advantages as the shares OF STOCK orig
IN nally subscribed for and paid IN 1uii.
ne : Tn case of the death of the said
20 Fl. Liyaudais, c. A Lelong, or Michel Ia
o. long the heirs of the deceased VIII De u
10 titled to a number of shares correspoh,,
nd ing in amount to the amount COMING
is or paid by the deceased Oh sa bare;n .
"a Lowed shall not go to the heirs or ies
n representatives Of the deceaseu puI ~
ppf cease and terminate ipso facto from u
O. date of such death.
~ ARTICLE Vino stakeholder sha
ia have the right to sell or transfer ms
Ie- her shares of stock or any part there
lis to any one who is not a stockholueI =
said corporation unless he shali hase az
NO offered the same to the other stocknolue
Se at the book value thereof as hxed Dy u
ma. board of directors, allowing nsV Zen o &c
ia for the accepting or rejecting OF tne o.i'
10 After which delay, only IL inc oii'i
ne purchase Is not accepted, the stocknoiu
do desiring to sell his shares may sell ~ y
M same TO any one not a stockhoider.
tic nroyision shall be printed on the lace
,ar in the body of all certificates OF stoch'
W. ARTICLE VIII.-No stockhoider OF u
oornoration shall be held liable or
,ts sOopsihIe for the contracts or debts
!, ), tbis corporation, or it's faults or deIaui
"a IN anv further sum than the unpaid Oh
;nn anca dine this corporation on the shar
the of stock subscribed for or o"heu U! ~ ~;
we nor shall any informality in organlzati
70 have the effect of rendering tnis char
ire mil or of exposing any stocRhoIuer
90 any liability beyond the UNPAID paiah
"a ~ any due on his stock.
or ARTICLE IX.-The parties hereto ha
Co. .nnayed to this charter, as condltiohs
md tached to the formation OF thls cor To-
&c ton certain rules and agreements slgh
nch NV them and which they hereDy oeIi.
IN ~ he nermanent and irrevocable witht
70 the unanimous votes OF all the stochn" =
and orc of the corporation given az gem,
its Waiting of the stockholders called 1or u
airy purpose. -. :.
,ess ARTICLE X.-The capital STOCK ot
or CORPORATION may be lncreaseu Ip
law sum of two hundred thousand oohai'
the manner provided by law.
cor ARTICLE XI-Whenever In the 1u'
Ut r,ont Of the board of directors or Oh
lloh stockboIder it shall be deemed auVlsa
pom and for the benefit of the corporal
the that II should be dissolved, meeting
The Stockholders shall be hello 10
our- thereon as provided by Section % OF :