The herald. [volume] (New Orleans, La.) 1905-1953, 1919-04-10
CHARTER

lectly or indirectly to effectua;e the afore-
sand objects, or either OF them, or 10 taclii-
tate it In the transaction OF ITS aforesaid
business, or businesses, or any part thereof
or in the transaction OF any other lawful
business that may be calculated directly or
indirectly to enhance the value OF or 10 ZEN
der profitable any OF the companyS proper
ties and rights and generally to have and
exercise all such powers and privileges
are incidental relate to the objects and
purposes hereinabOye set forth, or as may
be necessary, useful or convenient Tor eft
iectng said objects and purposes.
ARTICLE IN.-Ihe capital stock of this
corporation is hereby fixed at the sum OF
three Thousand Dollars ($j,UuoOO), divided
into and represented by SIX hundred tUJJl
shares OF stock Ot the par value OF FIVE Dol.
lars $500 each Sand stock shall be paid
for in cash at such time, IN such amounts,
and after such notice to the subscribers as
may be fixed by the Board OF Directors, and
the same may be issued al not less than par
for labor done or property actually received
by the corporation. This corporation Shall
become a going concern and be authorized 10
do business soon as the full amount OF
its capital stock shall have been subscribed
and paid for. The amount 10 which the
capital stock of this corporation may be in
creased shall be the sum OF One Hundred
Thousand Dollars (SlUOc0WD. No stock
holder shall have the right TO sell OF other
wise dispose OF any stock OF TINS corporation
without first offering the same in writing to
through its President, which board shall
have ten Q0) days within which TO accept
or refuse the offer, but said Board OF Di-
rectors shall have the right TO purchase any
stock offered or any part thereof at ITS
book value irrespective OF what price may
have been offered for said stock by any
one. Should said Board vi 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.
ARTICLE V.-All OF the corporate powers
| OF this corporation shall be vested IN and
exercised by q Board OF Directors, composed
OF five 81 stockholders, three 90 OF whom
shall constitute d quorum. SAID Directors
| shall be elected annually on the Third
| tuesday an January OF each year at gen
| eral meeting OF the stockholders except the
| first Board OF Directors appointed IN this
| Charter who shall hold their offices until
the Third Tuesday in January 1870. All
| such elections shall be held by ballot and
conducted at the office or the corporation
under the supervision of two 90 commls
| sioners TO 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 lS) days prior 10 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
| TO one vote for each share of stock standing
| in his name on the books of the corporation,
| to be east by him in person or by his writ
| ten proxy, and majority of the votes cast
| shall elect. Any vacancy or vacancies oc-
curing among the Directors by death, res
| ignation or otherwise, shall be filled by cleo
tion for the unexpired term by the remain
| ing directors. The failure to elect Direc-
4 l., I'D hall NOT
dissolve the corporation, nor impair its cor
| porate existence or 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 after election,
| elect from its own number President, one
or more Vice Presidents, Secretary and
| Treasurer, or it may elect one person VINO
| shall be both Secretary and Treasurer. Inc
| Board of Directors may also elect one or
more assistant Secretaries, neither OF whom
need be members of the Board or stockhold'
ers in this corporation. The Board OF Di-
rectors shall have power and authority 10
| name and appoint all such other officers,
agents and employees as may be deemed nee
| essary for 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-.
| ployce 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 ana proper
IN Its Judgment for the conduct, support ana
| management OF the business and affairs OF
| said corporation. At all meetings OF SAID
| Board OF Directors, each Director shall nave
the right to appoint from amongst the DireS'
| tors a proxy to act in his place and stead:
| The said Board shall have full power ana
| authority to borrow money, execute mort
cages, and create liens; to issue bonds;
| notes and other obligations, and to secure
| the same by mortgage, pledge or otherwise;
| and generally, to do any and all things
| reasonable, convenient and necessary tor the
proper carrying on OF the business ana al
| fairs of said corporation. SAID Board may
issue full paid shares OF stock Tor cash OF
in payment of labor done and performed for
| 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 OF
| from any other cause, its affairs snail DC
liquidated by two 90 commissioners to Dc
| appointed from amongst the stockholders al
| a general meeting of the stockholders con.
vened for such purpose; two, thirds IN amoul'
of the capital stock of said corporation rep
| resented at such meeting shall be necessary
to elect. Said commissioners shall remain
| in office until the affairs OF said corporation
shall be fully iquidated. In case OF the
death of one or more of the commissioners
the vacancy or vacancies shall be titled by
| election by the surviving commissioners
said commissioners shall hold all powers con
| ferred upon them by law or by the stock
| holders at such meeting, II not inconsistent
| with law.
ARTICLE VII-No stakeholder shall ever
be held liable or responsible for the contracts
faults or debts of said corporation IN any
further sum than the unpaid balance, n
any, due the corporation on the shares OF
stock owned by him, nor shall any mere
informality in organization have the eiiec
of rendering this Charter nufi or OF expos
ing a stakeholder to any liability beyone
the unpaid balance, if any, remaining que
on his or her stock.
ARTICLE VIII-This Act of 1ncorpora
ton may be changed modified or amended
or the capital stock of this corporation may
be increased or decreased, or said cUrpo
ration may be dissolved in the manner no"
or hereafter provided by law.
| ARTICLE IX.-The following shall constr
tute the first Board of Directors OF this
corporation: Mike M Moss, $50 Unior
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 M. Moss, $50 Unior
Street, New Orleans, La, shall be President
w. Irving Moss, $50 Union Street, New Or
leans, La, Vice-President; Arthur ). Huey
$50 Union Street, Ne wOrleans, La, Vice
President; Edward Kory, $50 Union Street
New Orleans, La, Treasurer and Edward I
Barker, $50 Union Street New Orleans, La
Secretary. The said Board Of Directors shall
hold office until the third Tuesday in Janu
ary, 1920, or until their successors shall hay
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