The herald., 1919-04-17
CHARTER


sand objects, pr either Of them, Or 10 tdcll-
tate II IN the transaction u its aforesaid
business, or businesses, or any part thereof.
IT in the transaction OF any other Lawful
business that may be calculated directly ar
indirectly 10 enhance the value 81 or u zen
der profitable any Of the company proper
.res and rights and generally 10 have and
exercise all such powers and privileges a..
are Incidental Or relate 10 the objects and
purposes acrvinlIove set forth, or may
nc necessary. useful or convenient Tor ci
tcctIng SAID objects and purposes.
ARTICLE IN.--Ihe capital stock Of tins
corporation Is hereby fixed At the sL.u OF
IhIcc Thousand Dollars lS5p0pol, divided
into and represented by SIN hundred looO
shares Of stock D.. ,Ac par value Ut Five Dol
lars $500 each Said stock shall be paid
iur in cash ~ such time, IN such amounts,
and alter such notice t. the subscribers as
may be fixed by the Board OF Directors, and
the same may ne issued Al not less than par
Tor labor done " property actually received
by the cUrpDratlJn This corporation shall
become a going concern and be authorized to
Do business le soon as the tulI amount o.
It's capital stock shall have been subscribed
and paid Tor. The amount to which the
capital stock OF this corporation may be IN
creased shall be the sum OF One Hundred
Thousand Dollars ,Slpop0oW. No stock
holder shall have the right II sell Dr other
wise dispose OF any stock OF this corporation
without first offering the same IN writing to
the Board OF Directors OF this corporation,
through its President, which board shall
have ten 90 days within which 10 accept
or refuse the offer, but said Board OF DI-
rect0rs shall have the right to purchase any
stock 50 offered any part thereof at its
book value irrespective OF what price may
have been offered for said stock by any
one. Should said Board OF Directors taIl
to avail itself OF said privilege within said
period OF time, the said stock may be OF
| fered and sold to any other person or per
sons.
] Il,
/ OF this corporation shall be vested IN and
/ exercised by a Board VI Directors, composed
/ OF five ~ stockholders, tnree 50 OF whom
! shall constitute i quorum SAID Directors
| shall be elected annually on the lhlrd
! tuesday III January OF each year al a gen
| eral meeting OF the stockholders except the
first Board OF Directors appointed III this
Charter who shall hold their offices until
the Third Tuesday IN January 1920. A!
such elections shall be held by ballot and
conducted at the office Of the corporation
under the supervision Of two % commits
soners 10 be appointed by the Board OF
/ Directors. Notice OF such meeting and OF
! all other stockholders meetings shall be
given in the manner prescribed by Law,
| and when not 50 prescribed, then written
notice OF such meetings shall be deposited,
at least fifteen ll5) days prior to the date
Of such meeting, IN the post office OF the
City OF New Orleans, postage prepaid, prop
| erly addressed to each stakeholder at his
last known residence or place OF business.
At all such elections and at all corporate
meetings every stakeholder shall be entitled
70 one vote for each share of stock standing
| in his name on the books OF the corporation,
to be cast by him in person or by his writ
ten proxy, and a majority OF the votes cast
| shall elect. Any vacancy or vacancies oc-
| curing among the Directors by death, res
ignaton or otherwise, shall be filled by cleo
ton for the unexpired term by the remain
ing directors. The failure to elect Direc-
tors the day above specified shall not
dissolve the corporation, nor impair ITS cor
pOrate existence management, but the
| Directors then in office shall remain IN OF.
flee until their successors are elected and
qualified. The Board of Directors shall, an
nually, at its first meeting alter election
elect from its own number a President, one
or more Vice Presidents, a Secretary and a
| Treasurer. or it may elect one person who
shall be both Secretary and Treasurer The
Board OF Directors may also elect one OF
| more assistant Secretaries. neither OF whom
| need be members Of the Board or stockhold-
ers in this corporation. The Board OF Dr.
rectors shall have power and authority to
name and appoint all such other officers
| agents and employees as may be deemed nee
essarv tx the purposes and business of this
corporation. Said Board shall have power
and authority TO fix the compensation and
define the duties Of every officer and EN-,
ployee and all officers and employees shall
hold office and employment at the pleasure
Of said board.
| SAID board may make and establish, as well
as alter and amend, any and all bylaws
rules and regulations necessary and proper
IN Its Judgment tor the conduct support anu
| management OF the business and affairs OF
SAID corporation. AT all meetings OF salu
Board OF Directors, each Director shall nave
the right to appoint from amongst the DiIeI
tors d proxy to act IN his place and STEAD
he SAID Board shall have tulI power ahC
authority 10 borrow money, execute mort
cages, and create liens; to issue bonds
notes and other obligations, and to secure
the same by mortgage, pledge or otherwlse
and, generally, to do any and all thing'
reasonable, convenient and necessary for the
proper carrying of the business and al
fairs Of said corporation. said Board may
issue full paid shares OF stock tor casn OF
in payment of labor done and performed to'
said corporation, or property actually re
ceived by said corporation, upon complying
with the formalities required by law.
ARTICLE VI.-Whenever this corporation
shall be dissolved, either by limitation o
from any other cause, its affairs shall b'
Inundated by two 81 commissioners, to d.
appointed from amongst the stockholders
a general meeting OF the stockholders con
vened for such purpose; two-thirds IN amour
of the capital stock of said corporation rep
resented at such meeting shall be necessar!
to elect Said commissioners shall remaii
in office until the affairs OF said corporation
shall be fully liquidated. In case OF th
the vacancy or vacancies shall be filled b!
| election by the surviving commissioners
Said commissioners shall hold all powers con
i ferred upon them by law or by the stock
. holders at such meeting, if not inconsisten
with law.
, ARTICLE VII-No stakeholder shall eve
: he held liable or responsible for the contracts
: faults or debts of said corporation IN an!
further sum than the unpaid balance, l
= any, due the corporation on the shares
stock owned by him, nor shall any mer
informaity in organization have the etiec
of rendering this Charter nuil or OF expos
= ing a stakeholder to any liability Deyon
the unpaid balance, If any, remaining du
on his her stock.
ARTICLE VIII-This Act of 1ncorpora
ton may be changed, modified or amended
or the capital stock OF this corporation ma!
| be increased or decreased, or said corpo
ration may be dissolved in the manner nov
or hereafter provided by law. ..
ARTICLE IX-The following shall constr
tute the first Board Of Directors OF TIM
corporation: Mike NJ Moss, $50 Unloi
Street, New Orleans, La; w. Irving Moss
$50 Union Street, New Orleans, La, VICE
s. Huey, $50 Union Street, New Orleans
La; Edward Kory, $50 Union Street. New
Orleans La, and Mike NJ. Moss, $50 Uniol
Street, New Orleans, La. shall be President
W. Irving Moss, $50 Union Street New or
leans, La, Vice-Presdent; Arthur ). Huey
$50 Union Street, Ne wOrleans, La, wee
: President; Edward Kory, $50 Union Street
} New Orleans, La, Treasurer and Edward l
Barker, $50 Union Street, New Orleans, La
Secretary. The said Board OF Directors shal
hold office until the third Tuesday in Janu
been duly elected and qualified. The sub
r | .ha al str nf