The herald. [volume] (New Orleans, La.) 1905-1953, 1919-12-18
CHARTERS.

sembly of the State of Louisiana, for the
year 1914 and the amendments thereto.
ARTICLE 1.-THE domicile of this
corporation shall be the City of New Or
leans, Parish of Orleans, State of Louis
lana. and all citations and other legal
process shall be served upon the first
Vice President of this corporation, or in
case of his absence, upon the second Vice
President, or i'll the absence OF both of
these officers, upon the Treasurer of this
corporation.
ARTICLE II-The objects and pur
poses for which this corporation is formed,
and the nature OF the business TO be car
ried on by it, are hereby declared TO be
to engage i'll the business OF acting as
agent and broker i'll effeCting IRE, life,
accident, marine and all other kinds OF
insurance for any and all insurance com
panieS in the transaction of the lnSur-
anCe business in all its branches, ana
generally to perform all things connected
with the insurance agency business, ana
to act as agents for warehOuSing com
panieS. and to perform all things per
tanning to said business; and to carry on
any other business which, under the law,
il may be entitled to carry on which may
seem to the corporation to be calculated
directly or indirectly, to efIectuate the
aforesaid objects, or either OF them, or 10
facilitate it i'll the transaction or It's
aforesaid business OR businesses or any
part thereof. or i'll the transaction of any
other lawful business that may be cal
culated directly or indirectly to enhance
the value of, or to render prOhtdbly any
of the companies properties and rights, and
generally to hold and exercise all Such
incidental powers and privileges, and DO
and perform all things as relate 10 the
objects and purposes hereinabove set
forth. or as may be needful, necessary,
proper. useful or convenient for effect
ing said objects and purposes.
ARTICLE IV.-The authorized capital
of * led
and declared to be the sum of seventeen
thousand, five hundred dollars ($lI,50O.OO),
divided into one hundred and seNenty-hNe
N7JD shares of one hundred dollars
(SluO0O) each. which has been subscribed
for mt the time of the signing of the
original charter of this corporation.
The capital stock shall be represented
by certificates and shall be personal prop
erty. No transfer of said capital stock
shall be binding upon this corporation
unless made III accordance with Its charter
and by laws and recorded on the books
thereof.
ARTICLE V.-No stakeholder, or his
legal representative. shall be allowed to
sell exchange, grant. give, ALLEVIATE, dis
pose of. convey, devise or bequeSt his
stock until he first offers in writing
through the Secretary of this corporation,
to sell the same to the remaining stock
holders ut its actual book value, and the
remaining stockholders in proportion to
their then holding shall have the right
within ten 10) days to decide whether
they shall purchase same or not, and said
other stockholders desiring to purchase
all or part of the offered stock under this
article must in due time give written
notice of such desire to the Secretary OF
this corporation.
For the purposes of this article. the
actual book value shall be determined by
the figures as of the closing Of the books
,t h,a ,St
shall be for cash. and if not purchased
then by them, the stock may be sold or
otherwise disposed of to any other person
or persons ANY stakeholder of this cor
pOration may devise or bequeSt stock in
this corporation to any other stakeholder
in this corporation: but is expressly pro-
hibited from deviSing or requesting stock
in this corporation to any perso" MOI
already a stakeholder i'll this corporation
No sale or transfer of stock of n deceased
person can he made except as aboN
stated save to the stockholders, and this
Article V shall be printed on each ana
every share of stock.
NO sale or other transfer or assignment
| or Request or devise of stock in this cor
poration shall be valid until and unless
opportunity to purchase such stock has
| first been given in the manner hereinabove
provided.
| ARTICLE NI.-All the corporate pow
ers of this corporation shall be vested
| in and exercised by n Board of Directors,
| which shall all consist of the stockhold-
| ers of the corporation. Each Director
| shall be entitled to one ID vote for each
share of stock standing in his name on
the books of this corporation, to be east
| in person or by proxy. and three fifths
| of the votes east shall govern.
"The Board of Directors shall at each
| first annual meeting elect from their num-
Der President. First Vice-President. n
| Second Vice President Secretary and q
| Treasurer, and such other officers as the
| Board of Directors may select, ana shall
from time to time as they see MT, appoint
or employ any such other employees as
| they shall deem necessary. The Board or
| Directors shall have power to fix the sal
| aries of all Officers, and of all such other
| employees, as they deem necessary. The
Board of Directors shall have power to
| make and establish, as well as alter and
| amend. all bylaws, rules and regulations
| necessary and proper for the conduct ana
| management of the business and AFFAIRS
| of this corporation not inconsistent with
| its charter said Board shall also have full
| power and authority to borrow money
| through the President or some other duly
| authorized person or persons. TO execute
mortgages issue notes. bonds or other
obligations in such amounts and on such
| terms as in their Judgment may be ad.
| vantageous and generally to do all
| things reasonably necessary for the prop
| er carving on of the business of this cor
1
such acts and things as may be neces-
| Sary to carry out the objects and pur-
poses for which this corporation is organ
| lied.
Directors holding or representing three
| ifths of the stock of this corporation shall
| constitute a quorum for the transaction
| of business. At any meeting of the Board.
any Director absent from the meeting may
| be represented by proxy. The Board of
| Directors shall have the power to sell,
| lend mortgage or pledge any and all the
property. movable or immoyable, belong
| ing to this corporation, and to receive in
consideration thereof money: or stock. or
| bonds or other obligation of another cor
poration. and also to purchase for cash
| or on credit property of any kind re
uuired for any of the purposes of this
| corporation.
ARTICLE VII.-This charter may be
| amended, modified or altered, or this cor
poration may be dissolved and its affairs
| liquidated in the method and manner pro-
vided by law as now or hereafter in force
at any time by the vote of three-ffths of
| the stockholders in general meeting con-
| vened and called for that purpose by the
| Board of Directors, after ten (1O) days
| notice in writing has been given to each
| stakeholder in the manner provided in
| this charter; and whenever this corpora
| ton shall be dissolved by limitation. or
| otherwise, it's affairs shall be liquidated
by the Board of Directors then in office.
| ARTICLE VIII.-No stakeholder of this
corporation shall ever be held liable or
| responsible for the contracts or faults of
| this corporation in any further sum than
| the unpaid balance on the stock for which
| he has subscribed; nor shall any mere
informality in organization have the effect