The herald. [volume] (New Orleans, La.) 1905-1953, 1919-10-02

I
subscribed for and Twelve Hundred and
Fifty (Sl,25000) Dollars of its capital stock
has been paid for in cash or its equivalent,
as provided by law.
ARTICLE V.-The capital stock of this
corporation may be increased to the sum of
Fifty Thousand 100000 Dollars, by a
two-thirds vote of all the stock present or
represented at a special meeting called for
that purpose or at a regular meeting of the
corporation.
ARTICLE VI.-All certificates of stock
issued by this company shall be signed by
the President and counter signed by the
Secretary. The stock of this corporation can
poration and subject 10 such regulations and
formalities may be prescribed by the
Board of Directors from time to time. No
stakeholder shall be permitted TO sell or
otherwise dispose of his stock without first
offering the same in writing to the other
stockholders through the Board OF Directors
at a price not exceeding the book value
thereof, and the said stockholders shall have
an option and first right to purchase all the
shares OF stock to be thus disposed Of by
sale, death, resignation or otherwise of any
of the stockholders, and shall have a period
of ten days in which to accept or decline
said offer.
Should the Board of Directors or stock
holders decline to purchase said stock, then
the stakeholder stockholders who made
the offer TO sell or otherwise dispose Of the
stock may do in any manner and at any
price he they may lit. but each share
Of stock is issued herein upon the condition
and understanding that no stOCkhOldeT shall
make sale or transfer in violation hereof,
and such sale transfer. if made shall be
vnil ard This Company shall be under 10
obligation To- list said stock its books
or to regard the holder Of the certificates
thereof
ARTICLE VII The corporate powers %
-. hall he IN, ~
ercised by a Board of Directors composed
Of three Stockholders. two of whom shall
constitute quorum for the transac-
ton OF business. but said Board OF Directors
may be increased to five by a majority vote
of the outstanding stock at any annual
meeting or at any special meeting of the
stockholders called for such purpose, and
without the necessity Of any further amend
ment or alteration Of this charter.
The Directors of this Corporation may vote
in person or by proxy at any meeting OF the
Board of Directors, and the Board OF Dirtc-
tors may delegate any of its powers to any
officer or officers other representative OF
the Company by appropriate resolution 70
that effect The first Board OF Directors OF
the Corporation shall be composed Of the toll
lowing: NJ Dreaux Van Horn, Louis J.,
Abbott. and Morris b. Redmann.. who shall
serve until the second Tuesday IN January,
1920 or until their successors are elected ana
qualified The directors shall be elected
annually by the stockholders at a meeting
held on the second Tuesday OF January IN
each year after date hereof. Notice OF SAID
meetings shall be given fifteen days PRIOR
to the date of the meeting, in writing, sent
to each stakeholder 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
# Directors may change the date OF said an
uual meeting to any other date in January,
by written notice to that effect sent at least
fifteen DAYS before the date to which the
said annual meeting has been changed, d.
rected to each of the stockholders at his last
known place OF residence or by publication
as aforesaid. Each s,'ckholdcr shall al
such annual meeting. q other meetings gen
e~al W special be rut*t1.d in person or by
proxy t. one vote Tor every share iNtocN
owned.
The election. shall he held under such rule.
and regulations rs may he from time T.
time determined by the Board ot Directors
The Directors when elected shall hold Office
| for one year OF until their successors snal
| have been elected and qualified, and failure
to hold the annual meeting OF Stockhoidcr,
or to elect annually the Directors shall not
operate the forfeiture Of this charter or any
| ri ghtS hereunder.
| The first officers Of this Corporation. WIN
| shall hold office until the second tuesday II
| January, 1920. or until their successors are
| Van Horn, President; Morris T. Redmann
| Vice President; Louis L. Abbott, Secretary
and Treasurer. Any vacancy occurring II
the Board OF Directors may be filled by the
Directors for the uneXpred term. The mrs
Board of Directors shall hold office until the
second Tuesday in January, 1920, or unit
their successors are elected and qualified
| The Secretary of the Corporation need MOI
| be stockholder.
| ARTICLE NIII.-This Charter or Act OF on
corporation may be changed, modified, al
| tered or amend~i by and with the conscn
of two-thirds of all the stock at any meet
| ing general or special, held for that pur
pose; and such amendments may be materla
or immateral subject only to limitation "a
| NAV be by law provided, and this corporation
shall have the right and power to increase o.
decrease its capital stock as herelnbetore Sc
out, and any increase Of the capital stocE
exceeding the amount herein named as I'M
amount to which the capital stock may BE-
increased. may be made by three -fourthS vot'
| of all outstanding stock.
| ARTICLE IX-Notice OF any and all meet
! inps referred to in this charter or required
| by law, shall be given IN the manner pro
| vded of giving notices in case OF election
unless the same shall have been waived.
| ARTICLE Mn the case of dissolution
| liquidation or termination of this charter b,
| Limitation or otherwise, the affairs OF TN
corporation shall be lquidated by one o
| more liduidators elected by the stakeholder
who may provide the number OF said hqul
dators and vest them with such power am
| authority as NAV be by law permitted; II,
| the terms and conditions upon which the.
shall serve and their compensation and pro
vide that in case of the death or dSabilit,
of any one of the said iquidatOrs, the re
| manning liquidators may fill the vacancy o
continue to act on behalf of the corporation
| ARTICLE XI--No stakeholder of this cor
poration shall be liable responsible 10
any acts, contract, debt, default of thl
| company or of any of its officers nor shall
any informality in organization have the Ell
| feet of rendering this charter null and void
or of exposing the stockholders to any liza
bility beyond the unpaid balance due on tn
stock held by them.
| ARTICLE XII-The subscribers heret
have written opposite their names the mum
Der of shares subscribed for by each OF ther
| and their post office addresses, so that thi
charter may serve as the subscription list
Thus done and signed at the City of New
Orleans, Louisiana, this 9th day of August
1919, in the presence of II. L. Barnett an
Walter Revertiga, competent witnesses, re
siding at New Orleans, State of Louisiana
who have signed these presents, togethe
with the said appearers and ME, Notary, atte
due reading of the whole.
Witnesses: H. L. Barnett, Walter Rever
tiga.
Original Signed Names of subscriber
omitted.
(SeaD -
WILLIAM J. GUSTE.
Notary Public.
| I, the undersigned Recorder of Mortgages
in and for the Parish of Orleans, State o
Louisiana, do hereby certify that the abov
and foregoing act OF incorporation of Pros