The herald., 1920-05-13
CHARTER.

dirrctors aud officers as the interests ana
convenience OF said corporation may re-
nuire. to make and establish, after anu
mend bylaws rules and regulations lot
lis nropcr government. as may be dceiheu
necessary and proper for the extension OF
rhe business in which the cOFPoTatl"u -
| engaged.
| ,RTICI.E 1.-THE domicile of this cor
! marathon shall he in the city of New Ut
! leans state of Louisiana; ana service Vi
| uroccss shall be made upon the president
! or i'm his absence, upon the wee pf'Si
dent or secretary.
1 ,ETICLE III.-The objects and pur-
/ poses for which this corporation Is vi
J ,,uuiz,d and created and the nature OF
. IN. business to be carried on ny IL are
declared to he as follows
tn manufacture. build. rebuild, equip
n,int and repair all kinds, sizes. classes
md varieties of railroad tank cars and
. or other cars. and all parts ana aPPIl-
ancrs thereof aud accessories thereto, W
huy sell generally deal in and manufac-
ture metals and materials USED IN Tue
manufacture. building, repairing, equip
mpnt and painting of such ears ana theIr
parts. appliances and accessories; 10 DuE,
or otherwise acquire; to sell, or otherNl>t
di>poSp of. TO lease, and generally 10 zeal
in such ears and their parts, Appliances,
suUipmpnt and accessories; 10 own anu
operate such ears; to acquire incense i''
ters patent and trade marks covering I'M
movements novelties and inventions ne
, ness and to license individuals ana cor
porations TO manufacture, sell or use such
improvements. novelties and Inventions III
shops or special territory on royalty OF
, otherwise: and in connection with the
. foregoing. to buy or otherwise acquire,
I sell or otherwise dispose of and lease real
estate improved or unimproNed. bullulhS ;
? machinery, equipment, etc ana sentralS
; TO do and perform all things pertinent ana
, incident and which may be proper ana
; necessary to carry out and execute the OBJ
! iects and purposes hcreinaboye enuIner'
ated.
f ARTICLE Iv.-The capital stock Of this
corporation is hereby fixed at the sum
, of two hundred and fifty thousand tS2JU,'
: OOOOO) dollars. and shall be divided into
, and represented by two thousand nv
hundred (25OO) shares of common stock
of the par value of one hundred SlOOW
dollars each. Said stock shall be pait
for in cash or by property or services
actually rendered TO the corporation o.
>. other equivalent of cash as provided b!
= law, and in such manner and AT Suci
= times and in such installmentS as may b.
It prescribed by the board of directors.
: This corporation shall become n goini
r concern and shall be authorized TO com
' mence business as soon as ntty per cen
80 per cent? of its capital stock shall hav
been actually subscribed. and fifty pc
cent of all stock subscribed for shall i
1 fact have been paid for either in cash
y its equivalent.
u ARTICLE V-The capital stock of thi
; CORPORATION may be increased to the SUI
of five hundred thousand $500 900 COZ do
lars by vote OF two-thirds of all StOc
. present or represented at special meet
ing called for that purpose or at reg
uIar annual meeting of the corporation.
ARTICLE VI All certificates of stoc
issued by this corporation shall be signe
by the president and counterSigned by III
vice president or secretary, or. II author
s, lied by resolution of the board of diret
nj ri b, -, hv no vice DrpSi1eL
h, and cOunterSigned by the secretary.
d, The stock in this corporation can I
s. transferred only on the books OF the col
n poration and subject to such regulation
he and fOrmalities as may be by the boar
a, of directors from time TO time prescribed
of ARTICLE VII.-The corporate powers {
n this corporation shall be vested Ill an
I'd exercised by board OF not more Una
J. five nor less than three directors. ms
r iOrity of whom shall constitute a quOru
a for the transaction of business. \ IN;
n jOrity of the board of directors may II
re crease the membership of the board not
er exceed seven members, and may ele'
such additional members at a meeting
ly the board of directors specially called Il
of that purpose; directors so elected TO Ser'
lie until the next annual corporate elecuo
on The board Of directors may make an
ce establish, as well as alter and amend. Il
ch bylaws. rules and regulations neceSsai
id TO the management of the business and a
IL fairs of the corporation.
ad vote in person or by written or telegraph
proxy ut any of the meetings OF q
us board of directors, and the board OF q
Dl- rectOrS may delegate any of its powers
nd any officer or officers. or any other re
IN reSentatiye of the corporation by Apr
nd pirate resolution to that effect.
ok The offices of secretary and treasur
TX, may be filled by stockholders not mel
as beers of the board of directors.
ed The first board of directors of Il
ed corporation shall be composed of
ch following: Max Epstein, III w. Monr
Ird street. Chicago. Ill; David COPELAND; !
W. Monroe street, Chicago, ILL.,. Eli
the Mayer. 3S S. Dearborn street, Chicas
nd Ill: Oscar Blumenthal, IS S. DearbO
cir street, Chicago, ILL.,; W. 5: Hefferan, j
md IS S. Dearborn street, Chicago Ill, a
they shall serve until the third Tuesday
nee April. 1921. or until their successors {
elected and qualified.
ur- The officers of the corporation will
the following: Max Epstein. presidel
err secretary; NJ. =. Kraffmiler. treasur
non The board of directors may cOnsOlid
the offices of secretary and treasurer
ref The directors shall be elected annua
the at n meeting held on the third TuesC
lis in April, in each year after date here
red Notice of said meeting shall be gi'
NO fifteen days prior TO the date OF $
is meeting, in writing, sent by mail to e;
net stakeholder at his last known place
residence. The board Of directors n
said change the date of said annual meet
est to any other date. not later than
said thirtieth day of June by written moi
ere to that effect. sent at least fifteen d
to prior to the date to which said ann
of meeting shall be changed. directed by n
rble to each stakeholder at his last knO
APP place of residence.
lace Each stakeholder shall, at such ann
Of meeting. or other meeting. general or 5
act. cial be entitled in person, or by writ
, in or telegraphic proxy, to one vote for @
of share of stock owned by him. The Q
year ton shall be held under such rules
ence regulations as may be from time to
npe- determined by the board of directors
the The directors, when elected. shall
due office for one year, or until their
cessors shall have been elected and gu
Jr., fled, and failure to hold the annual m
cas- ing of the stockholders or to elect
nually directors shall not operate the
fixture of this charter or any rights tn
under.
ANY vacancy occurring in the board
directors may be filled by the remain
bic. directors for the unexpired term.
Iort- ARTICLE VIII.-This charter and
ans of incorporation may be changed, modlf
that altered or amended by and with the
nent sent of two thirds of all the stock p
ON ent or represented at meeting genera
rded special held for that purpose; and 5
amendments may he material or immat
al subject only to limitation as may
X. by law provided: and this corpora
shall have the right and power to incr
or decrease its capital stock as her
bic. before set out, and any increase of
capital stock in excess of the amt
. named herein as the amount TO which