The herald., 1919-07-24
AMENDMENT TO THE CHARTER OF
WESTERN NAVAL STORES CO..

United States OF America, State OF Louis
lana. Parish Of Orleans, City Of New Or
leans. BE II known, that on this 18th day
OF the month OF June in the year Of our
Lord, one thousand, nine hundred and nine
teen, and OF the Independence of the United
States OF America, the one hundred and
torty-thIrd; before me, w. Morgan Gurley. a
Notary Public, duly commissioned and quail
lied IN and for the Parish of Orleans. City
of New Orleans therein residing, and in the
: presence OF the witnesses hereinafter named
and undersigned; personally came and ap
peared. Mr.. John \. Taylor, a resident Of
this City Of full age Of majority, and Sec
rotary OF the Western Naval Stores Com
pany, a corporation organized under the
laws OF this State, and domiciled in this
City, created by act Of Incorporation passed
before me-, the undersigned Notary on Au-
gust q, 1907, and recorded in the Mortgage
No. $50; which said corporation was orga-
nized with a capital stock Of fifty thousand
dollars .l~S5C,COOOOl; that by a resolution OF
the stockholders legally called and held De
cembcr 20, 1910. said capital stock was in
creased TO One Hundred Thousand Dollars
($lOO,OO0.0O as shown by certificate of the
Secretary OF State, dated January II, 1911,
and attached to act of Amendment dated
February u, 1917 in my notariaI records;
that, by subsequent resolution of the stock
holders Of the Western Naval Stores Com
pany legally held March 81, 1914, the capital
stock OF said corporation was increased from
One Hundred thousand Dollars $lOO,OOOOO,
10 One Hundred and Forty Thousand Dollars
$l+0,OoO.0O as evidenced by the certificate
OF the Secretary OF State, dated April "a,
1914, and attached to an Act OF Amendment
of said Western Naval Stores Company
dated February u, 1917, in my Notarial rec
ords; that by subsequent resolution of the
stockholders of the Western Naval Stores
Company legally held February Q, 1917, the
capital stock of said corporation was in
creased from One Hundred and Forty Thou
sand Dollars $l40,O00.OO to Five Hundred
Thousand Dollars &50O,O00.0O as evidenced
by nOtarial act of Amendment to said char
ter of Western Naval Stores Company, pass
ed before me. the undersigned Notary, on
February II, 1917; that by subsequent reso-
luton of the stockholders of the Western
Naval Stores Company legally held April /.
1918, the capital stock OF said corporation
was increased from Five Hundred Thousand
Dollars (~S500,0O0.0) to One Million, One
Hundred Thousand Dollars Isl, 100000 as
evidenced by Notarial Act of Amendment
to said charter of Western Naval Stores
Company passed before me, the undersigned
Notary, on June IA, 1918;
That said corporation now has a capital
stock of One Million, One Hundred Thou.
sand Dollars Isl, 100000 divided into
eleven thousand Ql,OOO shares Of One Hun.
dred Dollars ($l00) each, and said appearer
further declares, that a meeting of the stock,
holders OF the Western Naval Stores Company
this City, after due notice being sent tC
each stakeholder in conformity with the
Charter of said corporation, and the laws OF
this State. That said meeting was held
at the office of the said corporation on May
IA, 1919, in conformity with said call.
That there was present and represented al
said meeting the entire issue of stock OF
said corporation, viz: Eleven thousand III,
oO) shares who took part in and voted al
said meeting and that said stockholders
adopted a resolution to change, alter and
amend Article ~, of the Charter of said
corporation, so as TO increase the capital stock
/ OF SAID COTDOratIOn nv an addition nf Civ
Hundred thousand dollars (S6O0.O00.OO, to be
divided into six thousand 5000 shares par
value of $1,000 each; thus making a total
capital stock of this corporation of One Nil.
lion, Seven Hundred Thousand Dollars ISL,
70O,O00.O) the increased amount thereof, viz.
Six Hundred Thousand Dollars, ($6OO.0O0.0Oj
to be an issue of preferred stock entitled &c
dividends of eight per cent. 800 per annum
accommodating from the date of issue. The
dividend shall be cumulative and no divi.
dend shall be declared or paid on any OF
the common stock until the unpaid dividends
of the preferred stock shall have been fully
paid. The preferred stock shall also be en-.
titled in case of liquidation or dissolution
of the company, after the payments of all OF
its debts, to the payment in full of the par
amount thereof and the unpaid dividends
thereon, before any amount shall be paid ia
the stockholders of the common stock and
after the payment Of such par and dividend
to the holders of preferred stock, all remain,
ing assets shall be paid to or distributed
among the holders Of such common stock
all as will more fully appear by a certified
copy of the resolution referred to which is
hereto attached and made a part hereof and
which reads as follows. to-wit:
New Orleans, La, May 14th, 1919.
A meeting of the stockholders of the West.
ern Naval Stores Company was held at its
office in the Canal Bank Building, New Or
leans. Louisiana, on this 18th day of May
1919 for the purpose of amending Article ~
of the Charter so as to increase the capital
stock Of this corporation from s., loO,oo0
to 81 ,7O0,0O0O0 and to authorize the issuance
of cumulative preferred stock. -
shares; John II. Kirby, holding $3.50 Shares
L. M, Aubrey: holding | share; Buckner Chip.
share; D.. B; H: .Chaffe, holding l share. All
OF the stockholders representing. the entire
capital stock issue and outstanding.
Each stakeholder declared that he waived
any and all notice of said meeting, whether
provided for by the Charter of the Corpora.
ton of by general law. Mr.. Chilean acted
as Chairman of the Meeting and Mr.. Taylor
as the Secretary thereof.
The following resolution was proposed by
Mr.. ID. B. II. Chaffe:
Whereas, Article " of the Charter of this
corporation provides for the capital stock Of
One Million, One hundred thousand Isl 100,
OO000 Dollars divided into eleven thousand
Q1000) shares of $1,000 each, all of which
has been issued and heretofore paid for il
full; and
Whereas, for the due carrying out of III,
objects Of this corporation, it is desirable
that the said capital stock should be increased
to the sum OF $1~.700,000O0, the increased
amount thereof TO be an issue of preferred
stock entitled to dividends of eight per cent
(8%) per annum, accommodating from date
| of Issue. The dividends shall be cumulative
and no dividends shall be declared or paic
on any of the common stock until the unpaid
dividends on the preferred stock have beer
fully paid. The preferred stock shall ais
be entitled, in case of liquidation or dis
solution of the company, after the paymen
of all of its debts. TO the payment in full o
the par amount thereof and the unpaid divi
dends thereon, before any amount shall b.
paid to the holders Of the common stock an,
after the payment of such par and dividen'
to the holders of preferred stock, all remain
/ ing assets shall be paid TO or distribute,
r among the holders of such common stock.
Now, Therefore, be it resolved; That tn
capital stock of this corporation be increase
: from the sum Of One Million, One Hundre
S Thousand Isl, 100000 dollars to the sui
! Of One Million Seven Hundred Thousan
Dollars Isl ,7o0.000OO, by the issue Of 81
thousand 5000 shares of Preferred Stock a
the par value of $1,000 each such new stoc
r to be entitled to an annual dividend Of eigf
r (8T) per cent. for each and every year sam
e may be outstanding and to be preferred, q
q to the par value thereof and all unpaid div
dends, to full payment out Of the assets
= this corporation over any issue OF stock no
e existent, all as more fully set forth in pr
amble hereof.
That the said preferred stock shall be pa
for in cash and be issued and allotted propo
ia ! .;ora+eiv amouo the Stockholders of I'll