The herald. [volume] (New Orleans, La.) 1905-1953, 1919-07-24
CHARTERS

Ten Thousand (Sl0,OO0OO) Dollars, and shall
be divided into and represented by one hun
dred (lOO shares of the par value of One
hundred CSlOO0O) Dollars each. Said stock
snail be paid tor In cash or its equivalent
as provided by law, and in such manner and
| at such times and in such instalI,uents as
may be prescribed by the Board of Direc.
tors. This corporation shall become a going
concern and shall be authorized to commence
business when Five Thousand (s5,0OOO) Dol
lars OF its capital stock shall have been sub.
scrbed for, as provided by law, and when
NV Lhwen n!ni, hundred ($25ooOO Dollars of
PAD Tor, either in cash or its equivalent
| AKliCLE V.-The capital stock of this
corporation may be increased to the sum Of
One Hundred Thousand Dollars $4,000 OO).
by a two-thirds vote of all the stock nresen,
or represented at a special meeting called
Tor that purpose, or at regular annual meet.
| ing OF the corporation.
| ARTICLE Wall certificates of stock is
sued by the company shall be signed by
the President anG counter-signed by the Wise.
| PRESIDENT; or if authorized by resolution OF
n: Roard CT Directors, shall; be signed by
the President, and counter signed by the
poration can be transferred only on the
| books OF the corporation and subject to such
| regulations and formal;ties as NAV be nv
the Board OF Directors from time to time pre-.
scribed. F
No stockholder shall be permitted to sell
or otherwise dispose of his stock without
! tirst offering the same in writing to the
other stockholders, through the Board of Di.
| rectors, at price not exceeding the book
value thereof, and the stockholders shall
| have an option and first right to purchase
| all the shares of stock to be thus disposed
OF by sale or by the death, resignation o,
otherwise, OF any of the stockholders of the
| corporation, and shall have a period of ten
| days in which to accept or decline such Of
fer OF stock. Should the Board of Directors
OF me stockholders decline to purchase said
| X. CT EhnlI
who made the offer to sell or otherwise dis
pose OF the stock, may sell or otherwise
dispose, OF 1t in any manner and at any
price that he or they may see fit, Bur
each share OF stock is issued under the con.
ditlon and understanding that no stockhold-
er shall make sale or transfer of his stock
IN violation OF this provision; and such sale
or transfer if 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 certificate thereof.
ARTICLE VII.-The corporate powers Of
this corporation shall be vested in and ex-
eTcised by Board of Directors composed
OF three stockholders, two of whom shall con-
stitute quorum for the transaction of bust,
ness The Directors of this corporation may
vote IN person or by written proxy at any
| OF the meetings of the Board of Directors and
the Board of Directors may delegate any of
its powers to any officer or officers or any
other representative of the company by ap-
ProPrfate resolution to that effect. The
be composed of the following: c. B. Craft,
Emanuel Samuels, Albert B. Breedlove, with
Emanuel Samuels, President; Albert B.
Breedlove, Vice President; c. B. Craft, Sec
fourth Wednesday in June, 1919, or until
their successors are elected and qualified
The Directors shall be elected annually by
the stockholders at meeting held on the
thereafter. Notice of such meetings shall
be given fifteen days prior to the date OF
the meeting, in writing, and sent to each
Stockholder, at his last known address.
| Zach stakeholder shall at such annual meet.
ing or other meeting, general or special, be
entitled, IN person or proxy to one vote for
each share of stock owned by him. Elel-
tions shall be held under such rules and
| regulations as may from time to time be de.
termined by the Board of Directors. The
Directors when elected, shall hold office for
one year or until their successors shall have
been elected and qualified; and failure to
hold the annual meeting of stockholders, OF
20 elect annually the Directors, shall not
operate the forfeiture of this charter or
any rights Hereunder. Any vacancy occur
ring in the Board of Directors may be filled
by the Directors for the unexpired term.
| ARTICLE VII1.-This charter or act OF
| Incorporation may be changed, modified al
| tered or amended by and with the consent
of two-thirds of all the stock present at any
meeting, general or special, held for that
purpose; and such amendment may be ma
| terial or imnaterial, subject only to limita-
tions as may be by law provided; and this
corporation shall have the power TO increase
or decrease its capital stock as hereinbefore
| set out, and any increase in the capital stock
in excess of the amount named herein as
the amount to which it may be 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 elections,
Lam q he ch oil hapa
In case of the dissolution, liquidation or
termination of this charter by limitation or
otherwise, the affairs of this corporation shall
be liquidated by one or more liquidators
elected by the stockholders, who may pro-
vide the number of said liquidators and yes.
| them with such and authority as may by
| law be permitted, and fix tine terms and con-
ditions upon which they shall serve and
their compensation, and provide that in case
or death or disability of any one of said
liquidators, the remaining liquidators may
fill the vacancy or continue to act on behalf
of the corporation.
ARTICLE X.-No stakeholder of this cor
poration shall be liable or responsible for
any costs, contracts, debts or faults of this
company, or any of its officers, nor shall any
mere informality in organization. h2He the
effect Of rendering this charter null az void
or of exposing stakeholder to any liability
beyo,d the unpaid balasce due on the stock
held by him.
ARTICLE. XI-The subscribers hereto
Der of shares subscribed to by each of them
and their post office addresses, so that this
charter may serve as the subscription lis,
of the corporation; all Of which subscriptions
are payable in the manner and form set gu,
| herein.
Thus done and passed at my office in the
CRY of New Orleans, Louisiana, on the day,
month and year herein first above written,
in the presence of Emile R. Wendell and E.
J. Sherman, competent witnesses, who have
hereunto signed these presents with the
said appearers and me, Notary, after due
| reading of the whole.
Witnesses: Emile R. Wendell, E. ]. Shear
man.
Original Signed Names of subscribers
| omitted.
(SeaD
| HERMAN L. BARNETT,
! Notary Public.
I, the undersigned Recorder of Mortgages.
in and for the Parish of Orleans, State of
Louisiana, do hereby certify that the above
and foregoing charter of the Pan-American
Transportation Trading Company, Inc,
was this day duly recorded in my office in
Book 1891, Folio So.
In Faith Whereof, I have signed these
presents at New Orleans, Louisiana, on this
18th day of June, 1919
SSigneD EMILE J. LEONARD, by. R.
l hereby certify that the above and fore