The herald., 1919-09-18
CHARTER.

period Of ninety nine years from date hereof,
unless sooner dissolved by liquidation or
otherwise. Il shall have power to contract; to
sue and be Sued To make and use a corpJr-
ate seal. and to alter and break the same at
pleasure. TO hold, receive, lease, purchase,
transfer, assign, mortgage, hypOthecate
pledge or otherwise dispose Of, property real,
personal or mixed corporeal and incorporeM;
% issue bonds and. ii desired. to secure same
by mortgage; to hold stock in other companies;
TO name and elect officers and directors; 10
make and establish, alter and amend, bylaws
rules and regulations for lis proper govern
meut. as may be deemed necessary and prop
er for the extension OF the business in which
the corporation is engaged.
ARTICLE 1.-THE domjcile OF this corpora
ton shall be in the City Of New Orleans.
State Of Louisianna; and service of process,
shall be made upon the President, or, IN his
absence. upon a Vice President.
ARTICLE III.-The objects and purposes
Tor which this corporation is organized and
created and the nature OF the business to be
carried on by it are declared to he follows.
To engage IN a general ship chandlery. fur
ishing and supply business as principal
and agent: to engage in the business OF
buying. selling. and dealing generally IN, as
principal and agent all kinds. classes and
varieties OF marine and ships supplies, pro-
visions. machinery, hardware, tackle, apparel.
furniture. equipment, etc; 10 engage IN the
business, as principal and agent, OF buying.
selling and generally dealing in hardware. ship
, chdndery, paints railways and mlIls supplies,
I and in supplies OF merchandise. food, refresh
nentS for ships: 10 engage in the business a.
buying and selling goods. wares. products and
merchandise as principal or agent or both. and
to act as general selling agent: TO import and
export goods. wares. produce and merchandise
OF every description and kind, and parti-
cu'arly to act as agents and brokers for the
-Zr.. f'sarK NF he
said goods wares and products; and in con
nection herewith. to engage IN general bust
ness at wholesale and retail. as principal or
agent or both. in all lines OF hardware fur
nishings and supplies, for ships. ship yards
painters. mills, railways and all other things
Of similar character, and 10 carry on the
business Of the corporation in louisiana and
IN all the United States and in foreign
countries: and generally to do and perform all
things pertinent and incident and which may
be proper and necessary to carry out and
execute the objects and purposes hereInaboVe
enumerated
ARTICLE IN.-The capital stock of this
corporation is hereby fixed at the sum OF
Twelve Thousand Five Hundred ($l25U.0O
Dollars. and shall be divided into and re-
presented by one hundred and twenty five
Q25D shares OF common stock, OF the par value
Of One Hundred $4,000 Dolares each. Said
stock shall be paid for in cash, or by property
or service actually rended TO the corporation
or other equivalent Of cash provided by
law, and in such manner and at such times
and in such installments may be pres
cribed by the Board OF Directors. This cor
poration shall become a going concern and
shall be authorized to commence business as
soon as fifty per cent OF its capital stock
shall have been subscribed and fifty per cent
of all stock subscribed for shall in fact have
been paid for either in cash or ITS equivalent
ARTICLE N.-The capital stock OF this cor
poration may be increased 10 the sum OF FIFTY
Thousand (S50OOOOO Dollars by vote OF two
thirds OF all the stock present or represented
at a special meeting called for that purpose or
at regular annual meeting OF the corporation
! ARTICLE VI-All certificates OF stock is
sued by this corporation shall be signed by
the President and counterSigned by the Vice
President. or if authorized by resolution Of
the Board OF Directors shall be signed by the
President and countersigned by the Secretary
and Treasurer. The stock of this corporation
can be transferred only on the books OF the
! corporation and subject to such regulations
| and formalities as may be by the Board OF
Directors form time to time prescribed. No
stockholders shall be permitted to sell or
| otherwise dispose OF his stock without first
offering the same in writing to the other
! stockholders through the Board OF Directors
| at a price not exceeding the book value
! thereof; and said stockholders, in proportion
/ to their holdings, shall have an option and
! first right to purchase all the shares OF stock
! TO be thus disposed of by sale or otherwise OF
any of the stockholders, and shall have a
period of ten days in which to accept or de-
! cline said offer. Should the stockholders de-
cline to purchase said stock, then such stock
| holder is at liberty to sell or dispose OF the
| stock. and may do so in any manner and at
any price he may deem tit Zach snare OF
| stock is issued hereinupon the condition ana
| understanding that no stakeholder shall sell
: or otherwise transfer his stock in violation
hereof and any such sale transfer II made
| shall be void, and this corporation shall be
| under no obligation TO list said stock on its
books or to regard the holder of the certificate
i thereof.
| ARTICLE VII.-The corporated powers of
| this corporation shall be vested in and exer-
| cised by Board of four Directors three OF
whom shall constitute quorum tor the tran
| saction of business. The directors of the
corporation may vote in person or by written
| or telegraphic proxy at any of the meetings. OF
! the Board of Directors; and the Board OF
| Directors may delegate any of its powers to
any officer or officers or any other repre-
sentative OF the corporation by appropriate
resolution to that effect
! The first Board of Directors of this cor
! poration shall be composed of the following
! Marco A. Pizzati, George F. Goodspeed, Capt.
!
with the following as officers: Marco A.
Pizzat, President; Capt. Antonio De
/ ZalduondO, Vice President; Charles 5. Rob
nson. Second Vice President; George F.
Goodspeed, Secretary and Treasurer; and they
shall serve until the Second Wednesday in
| January, 1920, or until their successors are
elected and qualified. The Directors shall be
elected annually at meeting held on the
Second Wednesday of January in each year
after date hereof Notice of said meeting
shall be given ten days prior to the date
Of said meeting, in writing, sent by registered
mail to each stakeholder at his last known
place of residence. The Board of Directors
may change the date of said annual meeting
| to any other date, by written notice to thai
| effect, sent at least fifteen days prior to the
date to which said annual meeting shall be
changed. directed by registered mail to each
stakeholder at his last known place OF res;
dence. Each stockholder shall. at such an
nual meeting or other meeting general Of
| telegraphic proxy to one vote for each shar,