The herald., 1919-04-24
CHARTERS

witnesses hereinafter named and underSlgn-
ed; personally came and appeared: the
persons whose names hereuuto sub
scribed who declared that availing them
selves OF the provisions of the laws OF the
State OF Louisiana, and particularly Act No.
2o1, OF the General Assembly of the State OF
Louisiana, for the year 1914, they have cove
nanted and agreed and do by these pres
ents, covenant. agree, bind, form and CON
stltute themselves, as well As such other
persons as may hereafter join or become as
ISOLATED with them into a corporation and
body polite in law, for the objects and pur-
poses and under the agreements and stipu-
latiOns, following, to-wt:
ARTICLE 1.-The name and style OF this
corporation shall be the John W. Engeihardt
Realty Company, Incorporated, and under
that name 1t shall have and enjoy all the
rights, advantages and privileges granted by
law to corporations; it shall exist for a
period Of ninety nine years from the date
hereof; It shall have power and authority to
sue and be sued in its corporate name; to
make and use a corporate seal and the same
to break or alter at pleasure; to hold, re-
celve, purchase, convey, mortgage and hypo-
thecate property, real, personal and mixed;
to issue bonds notes and other obligations;
10 have and employ such managers. officers,
directors and other employees or agents as
the interest and convenience OF the corpora
ton may require or demand and to make
and establish such bylaws, rules and regu
lationS tor the corporate management and
control Of its business and affairs as may
be deemed necessary and expedient.
ARTICLE 1.-THE domicie Of the said
corporation shall be in the City of New
Orleans, State OF Louisiana. but it may es-
tabliSh and maintain offices and agencies
throughout the United States OF America and
foreign countries. All citations and other
legal process shall be served on the Presi-
dent and in his absence on the Vice Prrsi-
dent 81 the said corporation. In the absence
Of the President and Vice President. then
said process shall be served on the Secre-
tary Of the said corporation.
ARTICLE III.-The objects and purposes
tor which this corporation Is organized and
the nature Of the business to be carried on
by it are hereby declared to be: to deal IN,
buy, sell, lease, as Jesse or lessor. improve,
mortgage or exchange, for its own account
or tor the account OF others, real estate, lands
and tenemsntS; to act as agent, broker or
trustee Tor individuals, firms or corporation
to reclaim and improve landed property; 10
lay out town lots suburbs, pave side
walks, streets or alleys: to contract and
erect, or contract Tor the construction and
erection Of buildings of all description, and
generally, to do and engage in any other
business, undertaking or enterprise connect
ed with, growing out OF. incidental or ger
name TO any OF the objects and purposes
herein set forth contemplated by this
charter.
ARTICLE IV.-The capital stock OF this
Five Thousand C$5,OOOOOD Dollars, divided
into fifty C5O) shares OF the par value OF
One Hundred $4,000 Dollars each, which
shall be paid for in cash the call Of
the Board OF Directors u may be issued at
not less than par for property purchased by
or services actually rendered TO the corpora
ton. The capital stock OF this corporation
may be increased to sum not exceeding
Fifty Thousand ($50OOOOO Dollars. All
shares OF stock shall be full paid and non
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binding upon the Corporation unless made
upon its books and all certificates Of stock
shall be signed by such Officers as may be
designated by the Board ofeDirectors. No
stakeholder shall have the right or privilege
OF selling or in any manner diSposIng OF his
stock in this corporation, without having
tlrSt offered the same to the corporation in
writing through its Board of Directors. and
said Board of Directors shall have the
right and option to purchase the stock so
offered within thirty davs, at the book value
as established by the last inventory.
ARTICLE V.-All the corporate powers OF
this company shall ,be vested in and the
management and control of its business and
affairs shall be exercised by a Board Of Di-
rectors composed of three stockholders, which
number may be increased TO not more than
seven, at the discretion of the Board OF Di-
reotors. A majority OF the directors shall
constitute quorum for the transaction of all
business. The directors shall be elected an
nually by ballot of the stockholders on the
first Monday in April of each wear All
elections shall be held under such rules and
regulations may be determined by the
Board OF Directors, but after al least fifteen
days notice thereof shall have been given
to each stakeholder, by notice thereof de
llvered personally to each stakeholder. or by
depOsiting in the post-office. properly ad
dressed. notice TO such stockholders The
directors thus elected shall continue in Of
| nee tor one year. or until their successors
| shall have been duly elected and qualified
All stockholders shall be entitled, in per.
son or by written proxy, to vote or
each share of stock owned by him and stand
| ing IN his name on the books OF the cor
poration No failure to hold an election
shall be regarded as a forfeiture of thi:
! charter. Any vacancy occurring said
Board OF Directors shall be filled by the
| remaining directors for the unexpired term
| Said Board of Directors shall likewise elect
| the additional members in case they should
determine to increase the number OF the
| Board of Directors hereinabove provided
Said Board of Directors shall, at its frs
meeting, elect from among its number,
| President, one or more Nice-Presdents.
Secretary and a Treasurer. 1t may combine
any two or more OF said offices into one
and may even elect a Secretary. who is
not a stakeholder or director Said Board
of Directors shall have the right and power
to appoint and dismiss such clerks and Other
employees of the corporation. including the
Secretary. who is not a stakeholder or di
| rectors, as conditions may justify or the
! business Of the corporation may require The
tenure of office of all employees of the cor.
poration shall be during the pleasure of the
Board of Directors
ARTICLE Vino stakeholder shall ever
be held liable or responsible for the con.
| tracts, faults or debts of this corporation
nor shall any mere infornality in its organi
cation have the effect of rendering this char
ter null or OF exposing a stakeholder to any
| liability beyond the unpaid balance due OF
the shares of stock owned by him.
ARTICLE NII.-This act of incorporation
| may be changed. modified or altered, by
I vote of two-thirds of the persons owning
the issued capital stock of this corporation
at meeting convened for that purpose
after notice shall have been given for thirty
| days in the manner and form provided fol
| in Article V of this act of incorporation
provided, however, that the objects and pur
shall not be changed or altered or the CAPT
tai stock of this corporation increased t.
an amount exceeding the maximum hereir
! fixed or decreased to an amount less thar
! the corporate Indebtedness without the con
| sent and approval of the stockholders own
| ing three fourths of the issued capital stool
| of this corporation.
| ARTICLE NIII.-This corporation may b.
dissolved whit the assent of the stockhold
ers owning two-thirds of the issued capita
| stock of the corporation at a meeting con
| vened for that purpose after notice thereO
| shall have been given to each stakeholder il
| accordance with the terms provided for il
Article VII of the act of Incorporation. II
| the event of the dissolution of this corpora
ton by the expiration of its charter OF
Al, ~. Il l..