The herald., 1919-03-27
CHARTER

shares of stock subscribed by him,
shall any mere intormality in organization
have the effect Of rendering this charter
null, or OF exposing any shareholder TO any
liability whatsoever. This corporation shall
not engage in business until one hundred and
twenty N2W shares. or twelve thousand
dollars OF the capital stock shall have been
subscribed and sixty t6O) shares, or SIX
thousand (S6,OOOOO dollars OF the capital
stock have been issued and paid in, in cash.
II, in addition, any stock OF this corporation
is exchanged, either in whole or in part,
for property or good will, in that event the
provision OF Sec of Act 267 of 1914, shall
be complied with strictly.
ARTICLE V-All the corporate powers OF
This corporation shall be vested in and ex
five stockholders, each of whom shall own
in his own right, during his term of office
at least one full paid share of stock, ma
jority of whom shall constitute quorum
of this corporation shall consist OF a Presl-
dent ice-President, and Secretary-Treas.
urer. All of whom shall be members OF
the Board of Directors. The offices OF Sec
rotary and Treasurer may be combined IN
one and the same person. The following
named persons shall constitute the first
Board Of Directors, to-wit: Samuel a.
Davis. Jr.. Rogausa, La: Charles Z. Smith
Destrehan P. O., La; EEphriamm Rosenberg,
Earl Bruce Rowan ii Morgan Boulevard,
New Orleans, La, and Otto F. Briede, 2622
Magazine ST., New Orleans. La. all resi-
dents of the State of Louisiana: and domi
ciled at the address above stated with sam
mel A. Davis. IT., as President; Charles L.
Smith. as Vice President, and Earl Bruce
Rowan as Secretary Treasurer. and these
directors and officers shall hold otflce until
the second Monday OF January, 1920, or until
their successors are duly elected ana guam
fed Thereafter the directors shall he elect
ed annually on the second Monday of Janu-
arv Of each wear, and they shall elect their
own officers; all elections OF directors Snal'
be by ballot, and each stakeholder snaH pe
entitled 70 one vote for each share OF stock
Standing in his name on the books of this
corporation this vote TO be cast IN person
or hv written proxy. and II shall require
a majority of the stock present or repre-
sented TO elect The directors shall nave the
right 70 increase their number to seven
Failure TO hold an election for directors on
The second Monday of January 1920, or an
nuallv thereafter, shall not WORK = l",Iei.
ture of this charter, but the old Board OF
Directors shall remain IN 3thce until l,; tHel'
successors are duly elected and qualified
ARTICLE VI.-The Board of Directors
shaIl hold regular meetings at such times as
shall be fixed in the bylaws OF this corpora
ton. These meetings shall be held at the
domicile of the corporation, but the PresiIeut
may call SPECIAL meetings OF ,ne S Soan' ID, 4.
Directors at such times as he may deem az
visable and he shall be required 10 call such
snec;ai meetings at the request Of member
Of the Board of Directors. Three days writ
ten notice of such special meeting snaH Ot
given to the directors, unless warner OF
such notice is signed by the directors. ANY
vacancy occurring in the Board OF Directors,
either from death, resignation or inaolliy
10 serve, shall be filled by the remaining
Board of Directors at its next regular meet
ing after such vacancy shall have occurred
The first Board of Directors OF this corpo-
ration shall be required to draft suitable by
laws for the government OF the corporation;
which may be altered, amended or changed
as the exigencies of the case may require
ARTICLE VII-The stock Of this corpora
ton may be transferred, provided, such trans
fer shall be recorded on the Books OF THIS
corporation before it shall be required to
recognize the transfer, or the new nolder
Of the stock. The total amount of the sub
sc-ibed stock. as herein set forth, is the
sum of Twenty Thousand CS2OG0O0) Dol
lars, or Two Hundred (2Oo) shaTes, OF which
six thousand 100000 Dollars or Sixty
900 shares are hereby authorized TO be IS
sued fully paid for and non assessable, for
cash. In the event that any stakeholder de
sires to sell his stock, or any part thereof
he shall first offer same 10 the remalNng
stockholders, in proportion to their resPec-
tive holdings, at hs book value Inns
offer is 10 be made to appear by letter ad-
dressed to each stoclcholder at his last
known address, giving thirty days sptlon;;
At the expiration Of which time. the said
stakeholder desiring to dispose OF his stock
shall be at liberty to sell at whatever pTice
and to whom he may please.
ARTICLE VIII.-This charter may be
modified or altered, the capital stock thereof
increased or decreased, or the corporation
may be dissolved with the assent OF two thirds
of the capital stock present or represented at
any meeting of the stockholders held for that
eacb stockholder. or mailed 10 him at his
last known post office address. all in &C
cordance with the terms Of Act POI of 1914.
ARTICLE IX.-At the expiration OF this
charter, or the earlier dissolution OF this cor
poration for any cause, its affairs shaH ne
i;1u;dated nv one or more liquidators to be
elected by the stockholders. all OF whom shall
hold stock nthis corporation, and said Il
ry;dators are hereby vested with full power
and authority to liquidate the affairs Of