The herald. [volume] (New Orleans, La.) 1905-1953, 1919-04-03
CHARTER.

nature of the business to be carried on by
it, are as follows: Same is organized for
pecuniary gain OF its stockholders; and the
business to be engaged IN may be described
as the manufacturing Of and distribution OF
drugs medicine and all supplies and Access
series generally handled and used by drug
sists and others in like trades; in manutdC
turing and distributing syrups and soft
drinks and supplies OF like kind and char
acter and further, OF dealing generally in
all kinds Of merchandise handled by druggists
and by dispensers of soft drinks; the buy
ing and selling of various formulas used in
the manufacture and compromising Of drugs.
medicines. and of syrups used in the manu-
! facturc OF soft drinks.
ARTICLE IN.-The amount of capital stock
! is hereby fixed at the sum Of one million
! (S1OOO,OOOOO) Dollars, divided into ten thou
sand 10000 shares. OF the par value of one
hundred ($OOGO) Dollars each, with the
! privilege OF increasing same to two million
five hundred thousand (S2,5O0O0no) Dollars,
| in the manner provided by law Said stock
| IS to be both preferred and common. There
! shall be five hundred thousand (S5e0O000O)
| Dollars OF preferred and five hundred thou
| sand (S5O0,OO0O0 Dollars of common. The
| preferred stock shall be entitled to vote in
! all stockholders meetings and is preferred
| as to both dividend and asset and cumn-
| lative rate of ten per cent shall be paid
! thereon. Net earnings of the company in
| excess of the guaranteed dividend pre-
| ferred stock shall be distributed between
| preferred and common stock. The common
| stock shall contain voting rights but shall
| not participate in the net earnings of the
company until all preferred stock dividends
shall have been paid.
| ARTICLE N.-The management OF the
| business of this corporation shall be vested
| in and exercised BY board Of not less than
| three nor more than five Directors. The
number elected at first annual meeting shall
| constitute the number for the year, all of
whom shall be stockholders, to be elected
at the annual meeting of stockholders, held
| on the second Wednesday in February OF
each year, beginning with the year 1920
Said election shall be held upon ten days
| notice duly mailed to each stakeholder at
! his last known place of residence. The
| election of directors shall be by ballot and
each stakeholder will be entitled to vote
| for each share of that class of stock owned,
and majority of all votes cast shall be
| necessary TO an election. Any vacancy oc-
| curing in the board shall be filled by the
| remaining members thereof. Immediately
| following the adjournment of the first an
| nual election, said board shall hold meet
| ing and organize by electing d president,
| secretary and treasurer, and may elect one
or more vice presidents; and all such Of
! ticers shall hold for one year, and until
their successors are elected.
! ARTICLE NI-The board of directors to
| manage the business of this corporation for
| the first year follows: II. p. Everett
whose post office address Is Americas, Geor
l
dress is New Orleans, La; and r. A.
Clark whose post office address is Moutry
Georgia. They shall hold office until the
| second Wednesday of February, 1920, or un-
| til their successors are elected
| ARTICLE VII.-These articles NAV be
modified or amended, this corporation may
| be dissolved when a vote of three -fourths OF
the capital stock represented at a general
meeting held for that purpose, after thirty
| days previous notice shall have been given
| liSbe in he
| City of New Orleans and the City of Shreve
port, said State. shall so direct.
ARTICLE VIII.-On the dissolution of this
| corporation by any method known to law
its affairs shall be liquidated by three com
msslcners. elected by the stockholders at
q meeting called for that purpose. after thirty
| days previous notice shall have been given
| by advertising IN two more newspapers
| published both in the City of New Orleans
and the City of Shreveport, said State;
majority amount of the capital stock of the
| corporation shall be required to elect, each
share being entitled to one vote in person
or proxy. Said commissioners shall remain
| IN office until the affairs of said corporation
shall have been fully liquidated and in
case of death of one or more of said COM
TiSSioners the vacancy shall be filled by
the votes of the surviving commits sioners.
ARTICLE IX.-No stakeholder shall ever
be held liable for the contract, fault or de-
| fault, Of this corporation in any manner, or
in any further sum than the unpaid balance
due on the shares of stock owned by him.
| any mere informalities in its organization
| shall not render this charter void, nor shall
| 1t expose any stakeholder to any liability
beyond the amount due on this stock.
| ARTICLE X.-This corporation shall have
| power and authority to enjoy succession
| by its corporate for the period of
| ninety nine. years; and it shall commence its
! business operations as soon five thousand
| 5000 shares of the capital stock shall have
! been subscribed for, and fifty per cent OF
| that subscribed for shall have been paid in
| ARTICLE XI-The boara of directors shall
| have power TO establish stock transfer agen-
| cies in the City of New York, New York
and in the City of San Francisco. California
under such reasonable regulations as may
| be prescribed.
Thus done and passed in the City of New
Orleans, said State, in the presence of George
H. Terriberry, and Frazier l. Rice, witnesses
OF lawful age, residing in New Orleans
| Louisiana, who hereunto sign their names
together with those Of the ncorporators and
my own name, as Notary on the date and
| year first mentioned
| Witnesses: Geo. H. Terriberry, Frazier
L. Rice.
Original Signed Names of subscribers
omitted.)
w w. YOUNG,
Notary Public.
l, the undersigned, Recorder of Mortgages
| IN and for the Parish of Orleans, State of
| Louisiana, do hereby certify that the above
and foregoing act of Incorporation of The
! Winnsco Company, Incorporated, was this
day duly recorded in my office, in Book 1928,
| Folio l99
New Orleans, March 18th, 1919
(Signed) EMILE J. LEONARD, by. R.
| AZ true copy.
W. w. YOUNG,
=, Notary Public.