The herald. [volume] (New Orleans, La.) 1905-1953, 1919-09-04
CHARTER.

Fifty Thousand (S50,UOOO Dollars. by
two-thirds vote OF all the stock present or
represented at a special meeting called for
that purpose or at regular meeting Of the
corporation.
ARTICLE VI.-A1l certificates of stock
issued by this company shall be signed by
the President and counter gned by the
Secretary. The stock of this corporation
be transferred only the books Of the cor
p0ration and subject TO such regulations and
formalites as may be prescribed by the
Board of Directors from time TO time. No
stakeholder shall be permitted 10 sell
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 the said stockholders shall have
an option and first right to purchase all the
shares OF stock to be thus disposed of by
sale, death, resignation or otherwise OF any
OF the stockholders, and shall have period
Of ten days in which to accept or decline
said offer.
Should the Board of Directors or stock
holders decline to purchase said stock, then
the stakeholder or stockholders who made
stock may do 50 in any manner and at any
price he they may see ut. but each share
OF stock Is issued herein upon the condition
and understanding that no stakeholder shall
make sale transfer in violation hereof.
and such sale transfer, II made shall be
vol and This Company shall be under no
obligation n list said stock its books
or to regard the holder OF the certificates
ARTICLE VII-!Thc corporate powers OF
this corporation shall be vested in and eN-
| crcised by a Board OF Directors composed
Of three Stockholders. two Of whom shall
constitute quorum for the tranSaC-
ton OF business, but said Board OF Directors
may be increased to five by majority vote
Of the outstanding stock at any annual
meeting or at any special meeting OF the
L hold liz. Ta1l ,,el mi
without the necessity Of any further amend
ment or alteration OF this charter.
| The Directors of this Corporation may vote
| in person or by proxy at any meeting OF the
Board OF Directors, and the Board OF Drec-
tors may delegate any OF its powers TO any
| the Company by appropriate resolution 10
| that effect. The first Board OF Directors OF
| the Corporation shall be composed Of the iol-
| lowing: NJ Dreaux Van Horn, Louis l..
Abbott, and Morris b; Redmann,, who shall
| serve until the second Tuesday in January,
| 1920, until their successors are elected and
qualified The directors shall be elected
| annually by the stockholders at a meeting
held on the second Tuesday OF January IN
each year after date hereof. Notice OF said
meetings shall be given fifteen days prior
| to the date of the meeting, in writing, sent
to each stakeholder at his last known place
of residence, or by publication in daily
newspaper at New Orleans. at least once
ten days before said meeting. The BOARD
| If Directors may change the date of said an
nual meeting to any other date IN January
| by written notice TO that effect sent at least
| fifteen days before the date to which the
said annual meeting has been changed, di-
rected to each of the stockholders at his last
known place of residence or by publication
as aforesaid. Each stakeholder shall at
| such annual meeting or other meetings. gen
eral or special. be entitled in person or by
proxy to vote for every share tstock
| owned.
The elections shall be held under such rules
and regulations as may be from time 10
time determined by the Board of Directors.
The Directors when elected shall hold office
| for one year until their successors shall
have been elected and qualified, and failure
to hold the annual meeting OF stockholders
or to elect annually the Directors shall not
operate the forfeiture OF this charter or any
rights hereunder.
The first officers of this Corporation, who
shall hold office until the second Tuesday in
| January, 1920, or until their successors are
elected and qualified, shall be- M, DreauN
| Nice-PreSdent; Louis l.. Abbott, Secretary
and Treasurer. Any vacancy occurring IN
the Board OF Directors may be filled by the
Directors for the unexpired term Inc firS'
| Board of Directors shall hold office until the
| second Tuesday in January, 1920, or until
| their successors are elected and qualified
| The Secretary of the Corporation need not
be stakeholder.
ARTICLE VIII-This Charter or Act OF on
corporation may be changed, modified, al
| tered or amend>l by and with the consent
OF two-thrds of all the stock at any meet
ing general or special, held for that pur,
pose; and such amendments may be material
or immaerial subject only 10 limitation as
NAV be by law provided, and this corporation
shall have the right and power to increase OF
decrease its capital stock as hereinbetore SCI
out, and any increase of the capital stock
exceeding the amount herein named as the
| amount to which the capital stock may be
increased, may be made by three tourths vote
of all outstanding stock.
| ARTICLE IX.-Notice of any and all meet
ings referred to in this charter or required
by law, shall be given in the manner pro
| vided OF giving notices in case OF electior
unless the same shall have been waived
| ARTICLE X-In the case of dissolution
liquidation or termination of this charter by
limitation or otherwise, the affairs OF tins
corporation shall be liquidated by one OF
more lqudators elected by the stakeholder:
who may provide the number of said lqu
dators and vest them with such power anC
authority as may be by law permitted; flN
the terms and conditions upon which they
shall serve and their compensation and pro
vide that in case of the death or disability
of any one of the said liquidators, the re
manning liquidatOrs may fill the vacancy Of
continue to act on behalf of the corporation
ARTICLE XI--No stakeholder of this cor
pOratlOn shall be liable or responsible 1Ol
any acts, contract, debt, or default VI TIM
company or of any of its officers, nor shall
any informality in organization have the ct
feet of rendering this charter null and void
or of exposing the stockholders to any liza
bility beyond the unpaid balance due on The
stock held by them.
! ARTICLE NII.-The subscribers hereto
have written opposite their names the mum
Der of shares subscribed for by each OF then
and their post office addresses, so that thI'
charter may serve the subscription list.
Thus done and signed at the City OF New
Orleans, Louisiana, this 9th day of August
1919. in the presence of III. L. Barnett anC
Walter Revertiga, competent witnesses, re
siding at New Orleans, State of Louisiana
who have signed these presents, togethe
with the said appearers and me- Notary, attei
due reading of the whole.
Witnesses: II. L. Barnett, Walter Rever
tiga.
Original Signed Names of subscriber:
omitted.
(SeaD
WILLIAM J. GUSTE,
| Notary Public.
l, the undersigned Recorder of Mortgages
in and for the Parish of Orleans, State o
Louisiana, do hereby certify that the above
and foregoing act of incorporation of Pros
perity Realty Company, incorporated, wa:
this day duly recorded in my office in Boob
1881, Folio 22o.
New Orleans, La, August 9th 1919.
(Signed) EMILE J. LEONARD, by. r
/ 7 hereby certify the above and foregoing