The herald. [volume] (New Orleans, La.) 1905-1953, 1919-07-10
CHARTERS

have the right TO refuse to transfer any
stock SO long as the shareholder demanding
- the corporation and the corporation
shall have a lien. pledge and privi-
icge on each share OF stock 10 secure
any Indebtedness due by the shareholder 10
the corporation. Should any of the stock
offered for sale be not desired by any OF
= the other stockholders. and should the cor
porat'on itself be unwilling or unable to pur-
chase any OF the same ont Of its surplus
earnings within ten (lO) days from the
receipt at the corporations office of the writ
ten offer 20 sell. then, and then only, shall
the Stockholdcr desiring to sell be entitled to
transfer such undeSred portion of the stock
to such person or persons as he may fit
Tor not less than the price al which he or
she has offered the stock to the other then
stockholders and to the corporation. The
provisions Of this article shall be printed upon
the face OF each certificate issued by the
corporation, and shall be binding upon every
person now or hereafter becoming stock
holder in this corporation, all Of whom, take
such stock subject to the provisions hereof.
and all pledged, hypothecaious, or other
encumbranccs OF said stock, shall be subject
hereto.
ARTICLE VI-Au corporate powers Of this
corporation shall he vested in and exercised
by a board Of directors composed of five
stockholders. A majority OF the directors
shall constitute quorum for the transaction
person or by proxy written or telephoned
at any and all meetings OF directors regular
or special, but no director, whether acting
/ as a presiding officer otherwise, shall
be entitled, any question, to more than
one vote. The board of directors shall be
elected annually the first Monday of
May Of each year after date hereof, the first
election to be held in 1920 TIL first board
/ of directors shall be composed of John \.
Stewart, Andrew Stewart, William 7. Stew
art, Louis Plapche and Thomas b. Davis,
with John y. Stewart as President, Andrew
Stewart as Nice-PreSident,. William z. Stew
| art Treasurer, and Louis Pauche as Sec
rotary. The aforesaid directors shall hold
their office until the first Monday of June,
1920 or until their successors are elected
and qualified.
All elections OF directors shall be by bal
lot at the office OF the corporation, under
the supervision of the board of directors,
under such rules and regulations as the
board of directors may from time to tit2e
promugate. Notice of meetings of stock
holders, regular or special, except as herein
otherwise provided, or except as otherwise
required by law. shall consist of notice sent
in writing TO each stakeholder at his last
known address, as it appears on the books
OF the corporation, fifteen days prior to the
date of the meeting. Failure to designate
an address shall permit notice to be sent
to the General Delivery at New Orleans,
to such place as may by the board of di-
rectors be determined and to be sent
and shall constitute full and complete no
tice. Each stakeholder at the annual or
other regular or special meetings shall be
entitled to vote for each share of stock
owned, and the vote OF any StOCkhOldcr at
any meeting shall be cast by written proxy.
Should a vacancy in the board of
directors same shall be filled by the remain
ing directors by the election for the unex-
pired term of stakeholder. Failure to elect
directors on the date specified shall not dis
solve the corporation. but the directors then
in office shall remain in office until their
successors are elected qualified.
The board of directors at their first meet
ing following the annual election shall elect
from their number president, a vice -presi-
dent, secretary and a treasurer. The board
shall have the power to unite two more
offices and the to confer upon one
person. The board Of directors may elect,
but not uecessarily from their number, such
other officers and agents as to them seem
advisable.
The board of directors is hereby given all
power to carry the business and affairs
OF the corporation, and to make all rules and
regulations not inconsistent with the terms
of this charter. All norces provided for,
whether TO stockholders or directors, may be
waived by the written or telegraphc consent
of the stockholder or director.
ARTICLE VII.-Whenever this corpora
ton shall be dissolved or liquidated its
affairs shall be liquidated by three stock
holders elected by the stockholders at a
meeting called for that purpose. This cor
poration may be dissolved and liquidated at
any time by a vote of two-thirds OF the out
| standing stock voting to that effect. In the
event of the death of any lquidator, the sur.
viving liquidators shall have the right to
elect dnOtner 10 III the vacancy, nut pending
such election the surviving liquidators shall
have full right and authority TO act in all
matters
| ARTICLE VIII.-This act of Incorporation
may be modified altered or amended in the
manner provided by law, at any meeting Of
the stockholders, whether the same be a
regular meeting or special meeting, after
previous notice shall have been sent. as
hereinabove provided unless the same shall
have been waived, to the last known ad-
dress Of each stakeholder, at least fifteen
days prior to the meeting, and after publ
cation at least once week for two weeks
in a daily newspaper in New Orleans, Louis
lana. Any increase decrease of the CAPT
tai stock of this corporation, except as herein
otherwise provided shall be made in
cordance with the laws governing such mat.
ters
ARTICLE IX.--No stakeholder shall be liza
BILE or responsible for the acts, omissions or
| contracts OF this corporation, or of its Of
ficers, in any sum other than the unpaid
balance due the shares OF stock owned
by him, shall any mere informaity in
organization have the effect OF rendering
= this charter void. or of exposing any stock
holder to any liability IN excess Of the
amount due his stock.
D ARTICLE X.-There Is annexed hereto an
( accurate, detailed and itemized description
. of certain property, being certain property
e formerly owned by the Stewart Land Com
e pany and T. b. Davis, and certain other
, property which is TO be conveyed 10 the
, corporation in payment OF subscriptions TO
80 shares OF its capital stock showing the
r amount, location, extent, character and state
. OF Improvement Of said property. together with
0 statement Of the value Of said property
e appraised by the directors Of this corpora
i ton and, in order that this charter may
e serve also as the original subscription list,
n the subscribers hereto have indicated oppO-
{ site their respective signatures the number
0 Of shares Of stock subscribed for by each
+ OF them.
= Thus done and passed at my office, at
r New Orleans, Louisiaan, the day, month
e and year first above written, in the pres
e ence Of VIM. L. Nugent and p. c. Bucking-
n ham, competent witnesses who have heTeun-
!. to subscribed their names, together with
, me. Notary, and said apeparers, after due
o reading OF the whole.
II Original Signed Names Of subscribers
l. omitted.
1t Witnesses: VIM L. Nugent, p c. Buck
Y, ingham.
,r WATTS K. LEVERICH,
4 Notary Public.
y T. the undersigned, Recorder Of Mortgages.
Or in and for the Parish OF Orleans, State OF
m louisiana, do hereby certify that the abov,
r and foregoing Act of Incorporation OF
ie Bunchs Bend Co. Inc, was this day duly
C recorded in my office, in Book 1881, Folio "a
II New Orleans, June 30th, 1919.
5; EMILE J. LEONARD, by r.
Oh WATTS K LEvERICH.