The herald. [volume] (New Orleans, La.) 1905-1953, 1919-10-30
CHARTERS
CHARTER OF HIGGLNS-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 Thirtietl
day of the month of September in the yea
of our Lord nineteen hundred and nineteen
and of the Independence OF the United
States of America, the one hundred and forty
fourth, before 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 ap
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 have
covenanted and agreed and do by these pre-.
sents agree and bind themselves, their sue
cessors and assigns and such other persons as
may 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 Titus Smith Comps
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, agents for in
surance companies, located in this 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 Louis-
ana, or any of the United States; and gener-
ally to enjoy and exercise all the rights and
immunities 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 (Sl5OOO Dollars, divid-
ed into fifteen hundred Q,5OO shares OF
| the par value of Ten $50 Dollars per
share, 10 be paid for in cash, property ano
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 DAVIS
from the date of said written offer; should
no stockholder purchase same, the Board
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 to
decrease the capital stock to the amount al
lowed and in the manner provided by law
ARTICLE IV.-The domicile 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 wears
from the date of this charter; to sue and to
be sued in any court of competent iur;s
diction; to make and use a common seal
and alter the same at pleasure; to &C.
quire property, real personal and mixed. |
IN and out of the State of Louisiana. bv |
grant, gift, purchase, devise or bequest;
mortgage and pledge the same; to APPOINT |
such officers and agents as the bushes |
OF the corporation may require; to fix their
compensation and TO dismiss them at its
pleasure; to increase or diminish its capi.
tai stock; to make bylaws not inconsis
tent with any existing law, fixing or al.
tering the management of its property. the
regulation and government of it affairs
and the manner of the certification and re-
sistTaton OF its stock; to acquire and g,o,d
STOCK IN other corporations, and if desirable,
to issue its stock in payment for capital
stock in other corporations, and To sell
hypothecate or pledge such stock to acquire
Its own stock by purchase or otherwise and
80 dispose OF or retire same, provided that
the capital stock of this corporation shall
not be diminished below the amount nro-
gided by law; to conduct business in This
state, other states, the Federal Districts.
me territories and possessions of the United
ota'es ana IN foreign countries: to wind
up ana dissolve itself and generally to en-.
10Y all rights and privileges and immuni-
ies granted by law to such corporations
ARTICLE VI.-All the corporate powers
u this corporation shall be vested in and
,aersisea by Board of Directors to be COM
POSED OF seven stockholders, each of whom
man own IN his own right not less than one
uil paid and unpledged share of stock. TO
'e selected by the stockholders annually
1ceginning at the annual meeting of 1921.
The Board of Directors shall at the;r e..
Meeting after the annual election. elect from,
heir number President and a Vice-Presi.
lent and General Manager and Secretary. {
Treasurer. |
The Board of Directors shall have the rich, {
xceed fifteen Q0; and all additional num. G
ers and vacancies shall be filled by the re.
1aining Board of Directors The first Board I
directors shall consist of John P. Hig-
ms, Jr, b. Simeon Titus. Samuel Gluci, :
ents OF the City of New Orleans, State Of !
,ouisiana; James w. Smith, ST. and lanes
'. smith, Jr., residents of the city of Hous- 7
IN, Iexas, and A. S. Hammet, a resident !;
:; me Slty OF Memphis Tennessee; with the I
Imeon Titus: as Vice-President and General Z,
lanager, and James W. Smith. Sr,. az Sc.
.tary- treasurer, who shall hold office until n
i successors are elected and qualified | "
1921. ''oeNnoioers meeting b
The annual meeting of the stockholders 70, b
&c election OF Directors, and such othe, a
isiness as may come before il, shall he bsId W
the third Tuesday OF January of each T
,ar. beginning in 1921. Ali elections sbsIi Of
by ballot The failure to elect shall no. n
lcate any office, and all officers shall hold p
81 until tneT successors are elected and OF
lahlied. All vacancies in the BOARD ~ 81
rectors or of officers shall be filled bv the &C
naming directors. With the written con H
MT OF all the directors meeting of the j
'aro OF Directors may be held outside of g,
{ State OF Louisiana, or within the State id
'e"nere tnan at the corporations domiciIe CT
fectorS may re represented at any meetino
me board by written proxy The Roard ar
directors may, when it deems it necessary u
nvene meetings of the stockholders HI
ARIlCLE VtI-Each stockhoIder .h.,, Ia
every meeting of the stockholders. he en- 10
Ied 10 one vote, in person or by written lei
Ky, Tor each share of capital stock held st
MN, or he may send his vote bv letter II
signature OF which must be acknowledoed N
l9re notary public or other officer aptbor. ga
a 10 take affidavits. Shares of stock n SO
; corporation legally or equitabiy beIono. an
~ II snaii not be voted, directly or in. w w
g, IIuy. NOTICE! of stockholders meetings v.
- DC IN writing and shall be delivered ID na
!" s.ocknolder, at least fifteen DAYS before cu
IL. 'i o. sueh meeting by depositing such tic
'ssed to each stakeholder TO b;s Ias, al Iol
SIS which mist be furnished 70 +bs CO re-
airy, by such stakeholder or such no,;c. 10
De delivered to such stockhoIder me-. 90
laiIy. Meetings of the Stockholders nav tie
orQered by the Board nf D;r.,.a-. -