The herald. [volume] (New Orleans, La.) 1905-1953, 1919-11-06
CHARTERS
CHARTER OF HIGGINS-TITUS-SMIT
COMPANY, INC,

United States of America, State of Louisi-
ana, Parish of Orleans, City of New Or
leans Be it known, that on this THIRTEEN
day of the month of September in the year
Of our Lord nineteen hundred and nineteen,
and of the Independence OF the United
States of America, the one hundred and forty
fourth, befor. me, Allan Raymond Beary,
duly qualified Notary Public in and for the
city, parish and state aforesaid, and IN the
presence of the hereinafter named and I'M
dersigned witnesses, personally came and APP
peared the persons subscribing hereto. who
declared that availing themselves OF the
constitution and laws of this State relative
to the organization of corporations they nave
coyenanted and agreed and do by these pre-
sents agree and bind themselves, their sue
cessors and assigns and such other persons as
NAV hereafter become associated with them
10 form and to constitute a corporation un-
der the following articles of Incorporation.
ARTICLE 1.-The name of this corpora
ton shall be "Higgins-Iit us-Smlth-Oonpany'
Inc.
ARTICLE 1.-THE objects and purposes
for which this corporation is formed are to
carry on a general insurance business, as
general agents, or brokers, or agents Tor IN
surance companies, located IN tins city, or
elsewhere, doing Fire, Life Accident and
Health Compensation, Burglary, Casualty
Marine Liability, Automobile Insurance, and
any other forms of insurance authorized by
law to be carried on in the State OF Loulsi-
ana, or any of the United States; and gener.
ally to enjoy and exercise all the rights and
immunites permitted or granted by law to
such corporations, and necessary or inciden-
tai to its business.
ARTICLE III.-The capital stock OF
this corporation is hereby fixed at the sum
of Fifteen Thousand ($l5O00 Dollars, divid-
ed into fifteen hundred $500 shares OF
the par value of Ten CSlO) Dollars per
share to be paid for in cash, property AND
good will, or by labor done. Certificates
Of stock shall be signed by the Presiden'
or Vice President and the Secretary.
No stakeholder shall have the right to
dispose of his stock without having first
offered it, in writing, at its then book
value, through the Board of Directors to
the other stockholders, who shall have the
| first right to its purchase for ten days
| from the date of said written offer; should
| no stakeholder purchase same, the Board
| of Directors shall have the right for the
next succeeding five days to purchase said
stock at said price for the corporation, and
such stock will then become treasury stock
| to be disposed of as may be determined by
the Board of Directors for cash, property
| actually received by or labor actually done
| for the corporation or for stock in other
corporation, or the same may be used tc
decrease the capital stock TO the amount al
| lowed and in the manner provided by law
| ARTICLE IV.-The donicile of this cor
poration is fixed in New Orleans, Louisi
| ana. Citation shall be served on the Presi
| dent in his absence on the Vice-President
in the absence of both, on the Secretary
| Treasurer, if one officer; if two, on the
Secretary, and in the absence of all three
on the Treasurer.
| ARTICLE V.-The corporation in its cor
porate name shall have the right to have
and enjoy succession for ninety-nine year:
from the date of this charter; to sue and t.
be sued in any court of competent juris
diction; to make and use common sea
| and alter the same at pleasure; to &C
quire property, real personal and mixed
in and out of the State of Louisian b,
| grant, gift, purchase, devise or bequesr
to lease, hold and to dispose of, and Il
mortgage and pledge the same; to appoin
| such officers and agents as the busne:
of the corporation may require; to fix thei
compensation and to dismiss them at it!
pleasure; to increase or diminish its CAPT
tai stock; to make bylaws not inconsis
tent with any existing law, fixing or al
tering the management of its property, tn,
regulation and government of it affairs
and the manner of the certification and re
gistraton of its stock; to acquire ana iiois
stock in other corporations, and if desirable
TO issue its stock in payment for capt..
stock in other corporations, and to sell
hypothecate or pledge such stock to acquire
its own stock by purchase or otherwise anC
| to dispose of or retire same, provided tina
| the capital stock of this corporation shall
not be diminished below the amount PRO
vided by law; to conduct business in thi
State, other states, the Federal Districts
| the Territories and possessions of the Unitet
States and in foreign countries: to wine
up and dissolve itself and generally to en-
joy all rights and privileges and immuni
ties granted by law to such corporations.
ARTICLE VI.-All the corporate power
of this corporation shall be vested in ant
exercised by Board of Directors to be com
lposed of seven stockholders, each of whom
shall own in his own right not less than on
full paid and unpledged share of stock. I
be selected by the stockholders annuall
beginning at the annual meeting of 1921
The Board of Directors shall at their frs
meeting after the annual election, elect iron
their number a President and Vice-Presi
dent and General Manager. and a Secretary
Treasurer.
The Board of Directors shall have the RICH
at any time to increase their number. not t
exceed fifteen QS; and all additional mum
naming Board of Directors. The first Boar
of Directors shall consist OF John P. Hig
gins, Jr., B. Simeon Titus. Samuel GlucI
Joseph Coin, and Allen X. Beary, all resi-
Louisiana; James w. Smith, Sr. and Jane
w. Smith, Jr., residents of the city of Hou:
ton, Texas, and A. S. Hammet, a resden
of the City of Memphis Tennessee; with tn
said John P. Higgins, Jr, as President, T
Simeon Titus. as Vice President and Genera
retary-Treasurer, who shall hold office unit
their successors are electeds and qualified
after the first annual stockholders mcetIn
in 1921.
The annual meeting of the stockholders fc
the election of Directors, and such othe
business as may come before it, shall be hel
on the third Tuesday OF January of eac
year, beginning in 1921. All elections sha
be by ballot The failure to elect shall M
vacate any office, and all officers shall hol
over until their successors are elected an
qualified. All vacancies in the Board
Directors or of officers shall be filled by tn
remaining directors With the written cor
/ sent of all the directors meeting of tn
J Board of Directors may be held outside
( the State of Louisiana, or within the Sta,
3 elsewhere than at the corporations domicil
Directors may he represented at any meetin
e OF the Board by written proxy. The Boar
: of Directors may, when it deems it necessar,
l convene meetings of the stockholders.
ARTICLE VII.-Each stakeholder shall
at every meeting of the stockholders, be Ell
7 titled to one vote, in person or by write
D proxy, for each share of capital stock hel