The herald. [volume] (New Orleans, La.) 1905-1953, 1919-03-27
CHARTER OF THE WINNSCO COMPANY
INCORPORATED

lNIOKROKAlED.
State OF Louisiana. Parish of Orleans, City
o: New Orleans. BE II known, that the
twenty fourth day of March, 1919, before
me, William Waller Young a Notary Pub
lie, in and for the Parish of Orleans, State
or Louisiana, duly commissioned and quail
fled. and in the presence OF the witnesses
hereinafter named and the dersgned, per
Scnaily came and appeared, the several resi-
dents OF the State of Louisiana and Georgia,
who severally declared that, availing them
selves of the provisions of the laws of Louis
lana in such cases made and provided, they
have agreed to, and do hereby form them
selves into and constitute corporation, and
do, by Articles of incorporation hereafter
set out agree and bind themselves, as well
tFeir associates hereafter, to form and
constitute a corporation for the objects and
purposes, and under the stipulatlons herein
after set forth, and certify follows:
ARTICLE 1.-The name OF this corporation
shall be The Winnsco Company, Incorpo-
rated and that by that nape it shall be
| known and enjoy succession Tor the term
| OF ninety-nin years from this date unless
| sooner dissolved As such it shall have
power 10 sue and be sued, to enter into any
contract to borrow money, purchase, hold,
| lease, sell and otherwise convey property,
| both real and PERSONAL; to make and use
corporate SEAL to and select direc-
| tors. managers and agents, and to enact
| bylaws, and to establish rules for the man
| agement of the business of said corporation,
as may be necessary and to execute and
! issue bonds. and other evidences OF debt
and to secure the same by mortgage or
otherwise.
| ARTICLE 1.-THE domicile of this cor
poration shall be in the City OF New Orleans,
in the State of Louisiana, and all legal pro-
cess shall be served son the President or
| il his absence. the Secretary.
! ARTICLE III.-The objects and purposes
for which this corporation IS formed. and the
nature of the business to be carried on by
| it, are as follows: Same is organized for
| pecuniary gain of its stockholders; and the
business to be engaged in may be described
as the manufacturing Of and distribution Of
! drugs, medicine and all supplies and' access
| series generally handled and used by drug
ssts and others in like trades in manufac-
| turing and distributing syrups and soft
| drinks and supplies of like kind and char
| acter; and further, of dealing generally in
all kinds of merchandise handled by druggists
and by dispensers of soft drinks the buy
ing and selling of various formulas used in
the manufacture and compromising OF drugs,
medicines. and of syrups used in the manu-
| faciurc of soft drinks.
| ARTICLE IV.-The amount of capital stock
is hereby fixed at the sum of one million
(SlOOO,OOOOO Dollars, divided into ten thou
sand 10000 shares, of the par value of one
privilege of increasing same to two million
five hundred thousand ($2,SO0,OO0O0) Dollars,
in the manner provided by law. Said stock
is to be both preferred and common. There
shall be five hundred thousand (S5OOOO00O
Dollars of preferred and five hundred thou
sand (s5OO.OOOOO) Dollars of common. The
preferred stock shall be entitled to vote in
all stockholders meetings and is preferred
as to both dividend and asset and curn-
lative rate of ten per cent. shall be paid
thereon Net earnings of the company in
excess of the guaranteed dividend on pre-
ferred stock shall be distributed between
preferred and common stock. The common
stock shall contain voting rights but shall
~. e tLa
company until all preferred stock dividends
shall have been paid.
ARTICLE V-The management of the
business of this corporation shall be vested
in and exercised by board of not less than
three than five Directors. The
number elected at first annual meeting shall
constitute the number for the year, all OF
whom shall be stockholders, to be elected
at the annual meeting Of stockholders. held
| on the second Wednesday in February OF
, each year, beginning with the year 1920
Said election shall be held upon ten days
notice duly mailed 10 each stakeholder al
{ his last known place of residence. The
election of directors shall be by ballot and
; each stockholder will be entitled to one vote
, for each share of that class of stock owned
and majority of all votes cast shall be
necessary to an election. Any vacancy oc
, curing in the board shall be filled by the
; remaining members thereof InLmed atel
following the adjournment OF the first an
, nual election, said board shall hold a meet
ing and organize by electing a president,
secretary and treasurer, and may elect on,
or more vice presidents; and all such of
ficers shall hold for one year, and unit
their successors are elected.
I ARTICLE Nl.-The board of directors Il
manage the business OF this corporation fo
the first year follows: II. p Everett
whose post office address Is Americas Geor
< gia; w. b. Stewart, whose post office ad
-. dress is New Orleans, La; and R. A
: Clark. whose post office address is Moultry
6 Georgia. They shall hold office until tn
second Wednesday of February, 1920, or un
til their successors are elected
, ARTICLE NIl.-These articles NAV b.
modified or amended, or this corporation ma,
be dissolved when vote of three fourths o
the capital stock represented at a genera
3 meeting held for that purpose, after thirt,
! days previous notice shall have been gver
!, IN two or more newspapers published in tn
: City OF New Orleans and the City of Shreve
. port, said State, shall so direct.
. ARTICLE VIII.-On the dissolution of thi
g ! corporation by any method known to law
. its affairs shall be liquidated by three com
missicners elected by the stockholders a
. meeting called for that purpose. after thirt,
!, days previous notice shall have been give
4 by advertising IN two or more newspaper
= published both in the City of New Orlean
! and the City of Shreveport, said State;
| majority amount of the capital stock of tn
. | corporation shall be required to elect. eac
share being entitled TO one vote in perso
:. or proxy. Said comm ssioners shall renaii
in office until the affairs of said corporation
shall have been fully liquidated and il
: case of death of one or more of said com
TIss'oners, the vacancy shall be filled b,
the votes of the surviving commissioners
| ARTICLE IX.--No stakeholder shall eve
e be held liable for the contract, fault or de