The herald. [volume] (New Orleans, La.) 1905-1953, 1919-08-14
CHARTER.

| 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 the stock
holders decline to purchase said stock, then
| the stakeholder stockholders who made
the offer to sell otherwise dispose OF the
/ stock NAV do so in any manner and at any
| price he or they may see fit, but each share
of stock is issued herein upon the cond. ton
! and understanding that no stockholder snalI
! make a sale or transfer OF his stock IN VIOLA,
ton thereof, and such sale or transfer II
| made shall be void, and this Company shall
be under no obligation TO list said stock on
its books or to regard the holder OF the GER
tificates thereof.
! ARTICLE VII-The corporate powers OF
this corporation shall be vested in and ex-
ercised by Board OF Directors composed OF
three stockholders, two OF whom shall constr
tute a quorum for the transaction OF business,
but said Board of Directors may be IN
creased to five by a majority vote OF the
| outstanding stock at any annual meeting
or at any special meeting OF the stockhold-
ers called for such purpose, and without inc
| necessity OF any further amendment or al.
| teration of this charter. The Directors OF
this corporation may vote in person or by
proxy at any meeting of the Board or Oh
rectors, and the Board OF Directors may dele
gate any of its powers to any officer or
officers or other representative OF the Com
pany by appropriate resolution to that Ell
feet. The first Board OF Directors OF thus
corporation shall be composed of the fol-
lowing: Louis Wieiand William J: Brys-
| SON Herman l.. Barnett, who shall serve
until the Second Tuesday in October, 1919, or
until their successors are elected and quail
fled.
The Directors shall be elected annually by
the stockholders at meeting held on the
second Tuesday of October, in each year alter
date hereof. Notice OF said meetings shall
be given fifteen days prior to the date Of
the meeting, in writing sent to each stock
holder at his last known place of residence,
or by publication in a daily newspaper at
New Orleans at least once, ten days before
said meeting The Board of Directors may
change the date OF said annual meeting to
any other date in October, by written no
tice to that effect sent at least Is days be-
fore the date to which the said annual meet
ing has been changed, directed to each OF the
stockholders at his last known place OF resi-
dence by publication as aforesaid. Each
stakeholder shall at such annual meeting, or
other meetings, general or special be en-
titled in person or by proxy TO one vote
for every share OF stock owned.
The election shall be held under such
rules and regulations as may be from time
TO time determined by the Board OF Dlrec-
tors 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 stock
holders or TO elect annually the Directors
shall not operate the forfeiture OF this char
ter or any rights hereunder. The first of
ficers of this corporation, who shall hold
office until the second Tuesday in October,
! 1919 or until their successors are elected and
qualified. William J. Brysson, President
Herman l. Barnett president; Louis
Weland, Secretary and Treasurer.
Any vacancy occurring in the Board of Di'
| the unexpired term. The first Board Of
/ Directors shall hold office until the second
Tuesday in October, 1919, until their sue
cessors are elected and qualified. The Sec
rotary OF the corporation need not be stock
holder.
ARTICLE VIII-This charter or act o.
incorporation may be. changed. modified, al
tered or amended by and with the consent
of two thirds of all the stock at any meet
ing, general or special, held for that purpose
and such amendments may be material oil
. immaterial, subject only to limitation as may
I be by law provided, and this corporation shall
, have the right and power TO increase or de
crease its capital stock as hereinbefore Sc
out, and any increase of the capital STOCK
, exceeding the amount herein named as thu
7 amount to which the capital stock may BE-
D increased, may be made by three -fourths 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 in giving notices in case of election
5 unless the same shall have been waived. IL
: the case of dissolution, liquidation or termi
nation of this charter by limitation or other
u
= liQuidated by one or more liquidators elected
0 by the stockholders, who may provide thu
d number of said liquidai9rs and vest then
with such power ard authority as may b.
: by law permitted fix the terms and condl
= tions upon which they shall serve, and thei
r compensation, and provide that in case of tn
l. death or disability of any one of the saiC
}, liquidators, the remaining liquidators MAJ
. fill the vacancy or continue to act on behal
of the corporation.
5 ARTICLE Mo stakeholder of this cor
: poration shall be liable responsible TO
I any acts, contract, debt, or default of thi
), company of any of its officers, nor shall
any informality in organization have the eff
r feet of rendering this charter null and void
5 or of exposing the stockholders to any liza
d bility beyond the unpaid balance due on III
o stock held by them.
y ARTICLE XI-The subscribers hereto hav
IS written opposite their names the number 0
shares subscribed for by each of them ant
e their post office addresses. so that this char
e ter may serve as the subscription list.
r Thus done and signed at the City of New
/ Orleans, Louisiana, this 30th day of june
II 1919, in the presence of Paul E. Chaser, an
d Walter Revertiga, competent witnesses re
siding at New Orleans, State of Louisiana
s who have signed these presents, togethe
d with the said appearers and me, Notary
o after due reading of the whole.
S Witnesses: Paul E. Chaser, Walter Re
vertigo.
4 Original Signed Names of subscriber
= omitted.
!, (SeaD
5, WILLIAM J. GUSTE,
! Notary Public.
|, I, the undersigned, Recorder of Mortgage:
e in and for the Parish of Orleans, State @
Louisiana, do hereby certify that the abov
and foregoing Act of Incorporation of til
= New Orleans Towing & Lghterage Company
= Inc, was this day duly recorded in m
) office in Book 1928, Folio 682.
,, New Orleans, Louisiana, July I'd, 1919.
, (Signed) EMILE ]. LEONARD, by. r.
r hereby certify that the above and fore
Il going and attached is a true and correct cop
= of the original Act of Incorporation of tn
2, New Orleans Towing & Lighterage Company
Z, Inc, passed before me the 50th day of june
Is 1919.
In Witness Whereof I have hereunto sc
p my hand and seal this 30th day of June 19l!
), at New Orleans, Louisiana.
!; WILLIAM J. GUSTE,
e Notary Public.
/ July H-Aug. 81.
If CHARTER OF SOUTHERN SELLING SYN
D. DICATE, INC.