The herald. [volume] (New Orleans, La.) 1905-1953, 1919-04-03
CHARTER

shares of stock subscribed by him, nor
shall any mere informaity in organization
have the effect Of rendering this charter
null, of exposing any shareholder to any
liability whatsoever. This corporation shall
not engage in business until one hundred and
twenty G2O) shares, or twelve thousand
dollars of the capital stock shall have been
subscribed, and sixty 800 shares, or SIX
thousand ($6OOOO dollars of the capital
stock have been issued and paid in, in cash.
IF, in addition, any stock OF this corporation
is exchanged, either in whole or in part,
for property or good will. in that event the
provision Of Sec. ) of Act POI of 1914, shall
be complied with strictly.
ARTICLE V.-All the corporate powers OF
this corporation shall be vested in and ex-
ercised by a Board of Directors composed OF
five stockholders, each of whom shall own
in his own right, during his term OF office
at least one full paid share of stock ma
| ioritv of whom shall constitute quorum
| for the transaction of business. The officers
of this corporation shall consist Of a Presi-
dent, Vice-President, and Secretary Treas.
urer. All of whom shall be members OF
the Board of Directors. The offices OF sec
one and the same person The following
named persons shall constitute the tirst
Board of Directors, to-wit: Samuel a
Davis, IT.. Bogalusa. La; Charles f. SmHh
7o57 ST. Charles Ave. New Orleans, La;
Earl Bruce Rowan d Morgan boulevard
New Orleans. La, and Otto F. Briede, 1922
Magazine ST.. New Orleans. La, all resi-
dents of the State of louisiana and domi'
ciled at the address above, stated with Sam
mel A. Davis Jr. as President; Charles +.
Smith. as Vice President. and Earl Bruce
Rowan, as Secretary Treasurer. and these
directors and officers shall hold office until
the second Monday Of January. i99D, or uni;i
fled Thereafter the directors shall be elect
ed annually on the second Monday OF lanu-
arv of each year, and. they shall elect tnei iT
own officers; all elections of directors shail
he nv ballot. and each stakeholder shall he
entitled to one vote for each share OF STOCK
standing in his name on the books OF TINS
CORPORATION. this vote to be cast in person
or bv written proxy, and II snail require
majority Of the stock present or rep ~
sented 10 elect. The directors shall have the
light TO increase their number to seven.
Failure 70 hold an election for directors on
the second Monday of January w. OF az
nuaIIv thereafter, shall not work a 1otiei
tire Of this charter but the old Board OF
directors shall remain in office until their
successors are duly elected and quaiued'
ARTICLE VI.-The Board of Directors
shall hold regular meetings at sucn uhes d.
shall be fixed in the BY avs OF ms coiPo
ton. These meetings shall be heId at ule
domicile of the corporation, bur the president
NAV call SPECIAL meetings OF the Board OF
Directors at such times as he may deem az
visahIe and he shall be required to call such
special meetings at the request OF memoer
Of the Board of Directors. Three Gays M MI he
ten notice of such special meeting snail De
given to the directors, unless waiver Oh
such notice is signed by the directors. Any
vacancy occurring in the Board OF DlrectoIs 5,
either from death, resignation or lhaDlnty
| 70 serve. shall be filled by the remaining
Board of Directors at its next regular meet
| ing after such vacancy shall have occurred
The first Board of Directors OF this corpo-
ration shall be required to draft suitable oy
laws for the government OF the corp1ratloil;;
which NAV be altered. amended or changed
as the exigencies of the case may require.
ARTICLE VII-The stock of this corpora
ton NAV be transferred, provided, such trans
| fer shall be recorded on the Books OF TINS
corporation before it shall be required TO
recognize the transfer, the new holder
of the stock. The total amount OF the SUD
scrihed stock, as herein set forth, IS the
sum of Twenty Thousand (SO,Vooo) Dol
| lars. or Two Hundred 600 shares, OF when
(6O Shares are hereby authorized to be IS
sued fully paid for and non-assessabie, Tor
| cash In the event that any stakeholder de-
sires to sell his stock, or any part thereof
| he shall first offer same to the remaining
! stockholders, in proportion TO their respec-
! tive holdings, at It's book value. This
| offer is to be made TO appear by letter ad-
! dressed to each stoctholber at his last
known address, giving thirty days option;
At the expiration OF which time, the sara
stockhoder desiring TO dispose Of his stock
Shall he at liberty to sell at whatever price
| and TO whom he may please.
| ARTICLE VIII-Ths charter may be
modified or altered. the capital stock thereof
increased or decreased. or the corporation
NAV be dissolved with the assent OF two thirds
of the capital stock present or represented az
anv meeting of the stockholders held for that
nurpose. after prior notice in writing to
each stakeholder, or mailed to him at his
last known post office address. all in ac-
cordance with the terms Of Act 267 Of 1914
ARTICLE IX.-At the expiration or thl'
charter. or the earlier dissolution OF this cor
ooration for anv cause, its affairs shall he
iiouidated by one or more liauidators to BE-
elected bv the stockholders, all of whom shai
hold stock nthis corporation. and said II
o,,idatnrs are hereby vested with tull powei
and authority 10 liquidate the afiairs u