The herald. [volume] (New Orleans, La.) 1905-1953, 1919-02-27
CHARTERS

CHARTERS
| Board Of Directors or the stockholders de
cline TO purchase the said stock, then the
stakeholder or stockholders who made the
| offer to sell otherwise dispose Of his
| stock may sell OF otherwise dispose Of il
| in any manner and at any price that he or
! they may III. But each share Of stock
| IS issued under the condition and under
standing that stakeholder shall make 4
! sale or transfer of his stock in violation OF
| this provision, and such sale transfer, if
! made, shall be void and this company shall
be under no obligation to list said stock on
! its books or 70 regard the holder OF the GER
| tificate thereof.
ARTICLE NII.-The corporate powers of
! this corporation shall be vested in and eX-
ercIsed by d Board OF Directors composed Vi
| 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
| appropriate resolution TO that effect. The
| first Board OF Directors OF this corporation
| shall be composed OF the following: Alvin
E Johnson, August kraemer, Joseph Lee
leans, State of Louisiana, and they shall
be the officers of the Company follows
Alvin f. Johnson, President; August Krae-
mer, Nice-Presdent; Joseph Lee Rhodes.
Secretary Treasurer, and they shall serve
until the second Wednesday in January.
1920, until their Successors are elected and
qualified. The Directors shall be elected
| annually by the stockholders at meeting
held on the second Wednesday in January
in each year thereafter. Notice of such meet
ing shall be given ten days prior TO the date
Of the meeting, in writing and sent to each
stakeholder al his last known address. Each
St1CNlOlGer shall at such annual meeting or
other n ceilings general or special, be EMIT
led III person or by proxy to one vote for
each share Of stock owned by him. Elec-
tions shall be held under such rules and
regulations as may from time to time be
determined 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 or
to elect annually the Directors shall not
oDcrate the forfeiture of this charter or any
rights hereunder.
ARTICLE NIII.-This charter or act Of in
corporation may be changed. modified, ser
ed or amended by and with the conse1. o:
two thirds OF all the stock present at any
meeting, general or special, held for that pur-
pose; and such amendments may be mater
iai CT immaterial subject only to limitations
as RAY be by law provided; and this cor-
poration shall have the power TO increase g.
decrease its capital stock hereinoetore
set out and any increase in 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 out
standing stock.
ARTICLE IN.-Notice of any and all
meetings referred 10 in this charter or re.
CURED by law. shall be gwen in the man.
ner provided for, giving notices in case OF
elections, unless the same shall have been
waived.
ARTICLE Mn case of dissolution, Ii.
quidation termination of this charter by
limitation or otherwise, the affairs of the
corporation shall be liquidated by one or
more liquidators elected by the stockholders
who may provide the number of said liqui-
datorS, and vest them with such power and
authority as may by law be permitted; fix
the terms and conditions upon which they
shall serve, and their compensation, and
OF any of said liquidators, the remain
ing hqudators may fill the vacancy or
continue TO act on behalf of the corporation.
ARTICLE Nl.-No stakeholder shall be
liable or responsible for any COSTS con-
tracts, debts or faults of the corporation, or
of any of its officers, shall any mere
informality in organization have the effect
OF rendering this charter null and void or
OF exposing any stockholders to any LA
bility beyond the unpaid balance due on the
stock held by him.
ARTICLE NII.-The subscribers hereto
have written opposite their names, the num-
Der of shares subscribed by each of them,
and their post office addresses, so that this
Charter may serve the subscription list of
the corporation; all of which subscriptions are
payable in the manner and form set out
herein.
Thus done and passed at my office, in the
City of New Orleans, State of louisiana on
the day, month and year herein first above
written, in the presence of Morris B. Red.
mann and Paul f. Chasez, competent wit.
nesses. who have hereunto signed their names
with the said appearers and me, said No
tary, after due reading of the whole.
Witnesses Morris B. Redmann, Paul E
Chase.
Original Signed Alvin E. Johnson. S
shares, 304 y. o. Nat Bank Bldg; August
Kramer, 10 shares, sls n. Rocheblave St:
Joseph Lee Rhodes, 10 shares, 304 N o. Nat.
Bank Bldg; Otto Olson, shares, 62l N
Dorgenois.
WILLIAM ]. GUSTE,
Notary Public.
| hereby certify the above and foregoing
to be true and correct copy of the origi-
nal on file in the records of my office.
New Orleans, La, January %, 1919.
WILLIAM J. GUSTE,
Notary Public.
I, the undersigned, Recorder of Mort
cages, in and for the Parish of Orleans.
State of Louisiana, do hereby certify that
the above and foregoing act of incorpora.
ton of Southern Development Company,
Inc, was this day duly recorded in nv Of
flee in Book 1922, Folio $50.
New Orleans, La, January 10Th, 1919.
(SigneO EMILE J. LEONARD, by. R.
Feb. 6-l3-2O-Mch. 6-l3.
anprrrrr~r ~ ,-.----