The herald., 1919-12-11
CHARTERS.

| and possess under the Constitution an
| Laws of this State, and particularly unde
| Act 267, of the acts of the General As
sembly of the State of Louisiana, Tor tn
year 1914 and the amendments thereto
ARTICLE 1.-THE domicile of thi
corporation shall be the City of New Or
| leans Parish of Orleans, State of Louis
| lana, and all citations and other l1ga
| process shall be served upon the hrs
! Vice Pre- ident of this corporation, or il
case of his absence, upon the second Vice
| President, or in the absence of both o
| these officers, upon the Treasurer of this
| corporation.
ARTICLE IIl.-The objects and pur
poses for which this corporation is formed
and the nature OF the business TO be ear
ried on by il, are hereby declared to b,
to engage in the business of acting rs
agent and broker i'll eftecting nre, life
accident, marine and all other kinds al
insurance for any and all insurance COM
panieS i'll the transaction of the insur-
dnce business in all its branches, and
generally to perform all things connected
with the insurance agency business, anu
to act agents for WarehouSing com
panies, and to perform all things per
tanning to said business; and to carry on
any other business which, under the law,
it may be entitled to carry on which may
seem to the corporation to be calculated,
directly or indirectly, to effectuate tho
aforesaid objects, or either of them, or to
aforesaid business or businesses or any
part thereof, or in the transaction of any
other lawful business that may be cal
culated directly or indirectly to enhance
the value of, or to render prohtably any
of the companies properties and rights, and
generally to hold and exercise all such
incidental powers and privileges, and do
and perform all things relate to the
objects and purposes hereinabove set
forth, or as may be needful, necessary,
ing said objects and purposes.
ARTICLE Iv-The authorized capital
stock of this corporation is hereby liked
and declared to be the sum of seventeen
thousand, five hundred dollars ($l7 100000,
divided into one hundred and Seyentyfive
(l!5l shares of one hundred dollars
(Sl00.00) each, which has been subscribed
for at the time of the signing of the
original charter of this corporation.
The capital stock shall be represented
by certificates, and shall be personal prop
erty. No transfer of said capital stock
shall be binding upon this corporation
unless made in accordance with its charter
and bylaws and recorded on the books
thereof.
ARTICLE V.-No stakeholder, or his
legal representative, shall be allowed to
sell, exchange, grant, give, ALLEVIATE dis
pose of, convey, devise or bequeSt his
stock until he. first offers in writing
through the Secretary of this corporation,
to sell the same to the remaining stock
holders at its actual book value. and the
remaining stockholders in proportion to
their then holding shall have the right
within ten Q0) days to decide whether
they shall purchase same or not, and said
other stockholders desiring to purchase
all or part of the offered stock under this
article must in due time give written
notice of such desire to the Secretary OF
this corporation.
For the purposes of this article, the
actual book value shall be determined by
the figures as of the closing of the books
ut the nearest earlier date. The purchase
shall be for cash. and if not purchased
then by them. the stock may be sold Or
disposed of to any other person
Or persons. Any stakeholder of this cor
DOratiOn may devise or bequeSt stock in
his corporation to any other stakeholder
IN this corporation: but is expressly pro-
libited from devising or requesting stock
in this corporation to any person not
already a stakeholder in this corporation.
No sale or transfer of stock of deceased
person can be made except as abON
stated, save to the stockholders, and this
Article V shall be printed on each and
very share of stock.
mo sale or other transfer or assignment
pr bequeSt or devise of stock in this cor
loratiOn shall be valid until and unless
opportunity to purchase such stock has |
irst been given in the manner hereinabOve |
provided
ARTICLE VI.--All the corporate pow
RS of this corporation shall be vested |
n and exercised by Board of Directors. |
which shall all consist of the Stockhold- |
RS of the corporation. Each Director |
hall be entitled to one "a vote for each |
hare of stock standing in his name on |
he books of this corporation, to be cast |
n person or by proxy. and three-fifth |
# the votes east shall govern.
The Board of Directors shall at each |
rst annual meeting elect from their num-
,er Il President. a First VicepreSident. Il
second Vice President, a Secretary and
Treasurer. and such other officers as the
SOard of Directors may select, and shall
rom time to time as they see fit, appoint
r employ any such other employees as
hey shall deem necessary. The Board OF
directors shall have power to fix the sal
ries of all Officers, and of all such other
Employees, as they deem necessary. The
'Oard of Directors shall have power to
lake and establish as well as alter and
mend, all bylaws, rules and regulations
eceSSary and proper for the conduct and
of the business and affairs
{ this corporation not inconsistent with
s charter. said Board shall also have full
over and authority to borrow money
trough the President or some other duly
uthorized person or persons, to execute
Mortgages. issue notes, bonds or other
DnGAIlOHS IN Suc0 amounts anu on Sucn |
,rms as in their judgment may he ad-
antageous and generally to do all
lingS reasonably necessary for the prop
carrying on of the business of this cor
grafton, and shall have power to do all
lch acts and things as may be neces-
airy to carry out the objects and pur
oses for which this corporation is organ
ed.
Directors holding or representing three
fths of the stock of this corporation shall
institute a quorum for the transaction
business. At any meeting of the Board.
ny Director absent from the meeting may
: represented by proxy. The Board OF
irectors shall have the power to sell. |
nd, mortgage or pledge any and all the
roperty movable or immovable, belong
& to this corporation, and to receive in ,
thereof money. or stock or
,nds. or other obligation of another cor
,ration, and also to purchase for cash
on credit property of any kind re- ,,
Tired for any of the purposes of this ,
rporation.
ARTICLE VII.-This charter may be I
nended, modified or altered, or this cor {
,ration may be dissolved and its affairs a
luidated in the method and manner pro- I
ded by law as now or hereafter in force 9
any time by the vote of three ifths of c
e stockholders in general meeting con- {
ned and called for that purpose by the t
oard of Directors, after ten (10) days s
,tice in writing has been given to each c
ockholder in the manner provided in t
is charter: and whenever this corpora S
On shall be dissolved by limitation, or Q
herwise, its affairs shall be liquidated a
the Board of Directors then in office.
rporation shall ever be held liable or =
cpou sihlo for tho contract ar faults of | :