The herald., 1920-06-10
CHARTER.

dissolve itself, or be WOunu up anu us
solved in the manner prescribed by law.
II NAV conduct business in this State,
other states, the Federal Districts. the
Territories and possessions OF the United
States. and any foreign country
shall have the power to invest lts boaru
of Directors with all of its corporate
powers. subject to such restrictions as
NAV be named in this charter And IL
generally shall have and possess all the
powers, rights. privileges and lmmunltles
which corporations are and may hereafter
be authorized TO have and possess under
the Constitution and the Jaws of this
state, and particularly under Act No. 20
of the Acts of the General Assembly OF
the State of Louisiana for the year 1914,
and the amendments thereto.
ARTICLE 1.-THE domicile of this cor
poration shall be in the Parish of orleans.
State of Louisiana, and all citations or
other legal process shall be served upon
the President of the Company. or, in
his absence. upon a Nice-PrcSident.
ARTICLE uI-The objects and pur-
poses for which this corporation is Orga-
uized and the nature of the business TO he
carried on by it are hereby declared TO
be: to build fit out. and repair steam
ships steam boats. tugs, dry docks,
bargeS. and other water craft; to own
and operate dry docks. foundries, machine
shops. repair plants, and other convent
encrS for the building. Re pairing or dock
otherwise acquire, and or 0uild and /Or
REPAIR machinery of all kinds, ships, YES
sells and water craft, complete or not
complete sound or out of repair, for the
purpose of improving. rcSelling, charter
ing operating or otherwise making Il
profit out of same, together with engines,
boilers. machinery. tackle and ship ap-
purtenanceS Of all kinds; 10 exchange its
entire capital stock or any part thereof
for property which il is authorized to
...... mi 4N,I 4 = =
and business. or any part thereof, for
property. stocks. bonds or other Obliga-
tiOuS of other CompaHseS. firms or indi-
vidualS: to buy. sell, lease. hold, develop
and improve real estate; especially TO ac-
uuire all of the assets and liabilities of
the johnson Iron Works. Ltd, Ca cor
poration organized by act before James
Fahcy. Notary Public for the Parish
of Orleans. dated May ~ 1859, recorded
in the Mortgage office OF the Parish of
Orleans. in Book 80. Folio lc3), and all
of the dry docks lands and physical as
sets and good will formerly belonging to
the New Orleans Dry Dock Shipbuild-
ing Company. to enter into, make. perform
and carry out contracts and agreements
Of every kind not contrary to law with
any individual. firm, partnership. asSo.
citation. company, syndicate. corporation,
government, state. municipality. political
subdivision or other public or private
body or authority. end to carry on any
Otntr business. WHICH, uuut'T the INV. IL
may he entitled 60 carry on which may
seem to the corporation to be calculated,
directly or indirectly, to effect me afOre.
said objects and purposes or either of
them. or to facilitate the corporation in
the transaction of its aforesaid business
or businesses or any part thereof, or in
the transaction of any other lawful bust
ness that may he calculated. directly or
indirectly, to enhance the value of or TO
render profitable. any of the corpora
liz
to hold and exercise all sucn Incidental
powers and privileges. and to do and per-
form all things relate to the objects
and purposes hereinabOve set forth or as
may be needful. necessary, proper, useful.
or convenient for effecting said objects
and purposes or any OF them.
ARTICLE Iv-Section !. The capital
stock of this corporation is hereby fixed
at One Million Two Hundred Thousand
Isl. 200. 000O0) Dollars, divided into and
represented by four thousand (i.OOO)
shares of preferred stock of the par value
Of One Hundred (s10OO0) Dollars per
share. and Forty Thousand 100000
shares of common stock of the par value
of Twenty 5000 Dollars per share. The
common stock of the corporation may be
increased up TO the sum of Five Million
$4,000, 100000 Dollars.
Section 3 The capital stock. both pre-
ferred and common. shall he represented
by certificates, shall be full paid and
worcestershire when issued, shall be is
sued only for labor done or for property
actually received, or for cash to be paid
at such times and in such amounts ana
after such notice as may be determined
by the Board of Directors, and shall be
personal property. No transfer of said
capital stock shall be binding upon this
corporation unless made in accordance
VITA its charter and bylaws and recorded
Oh the books thereof.
MI 4
stock shall be entitled to receive an an
nual dividend at the rate of but never
exceeding eight (s) per cen, per annum,
cumulative from and after May LIST, 1920,
payable out of the net profits Of the
Company on the First day of January
April. July and October. of each year
before any dividend is paid upon the COM
mon stock. Should the net profits for
any year be insufficient to pay said pre-
| ferred dividend therefor or any part
thereof, any unpaid portion thereof shall
become charge against the net profits
| of the Company and shall be paid in full
| out of said net profits before any divi-
| dend is paid upon the common stock
| The preferred stock shall never partici
pate in the profits of the Company be
yond its fixed preferential cumulative an
nual dividend of eight ~ per cent. bu
| shall be paid in full up to its capital Of
par value plus accrued ana unpaid divi
| dends, IL any, at the rate of eight PEI
/ cent lSpCD per annunl, De1Ore any amour
| shall he distributed among the owners o
the common stock. in the event of an,
liquidation. or dissolution or distribution
of the assets of the Company, and shall
not participate further in the distribu
ton of the assets of the Company.
Section 4. The corporation shall hav
the right to call for and redeem the out
standing preferred stock, in whole or il
part, on any dividend date, at one hun
dred ten q10Fo) per cent of par, plu
all accrued and unpaid dividends No
tice of redemption shall be given by mail
ing same to all preferred stakeholder
OF record at their last known post offic
address, or IL none be known. then to tn
General Delivery, at New Orleans Louis
lana, at least sixty (60) days prior 4
such redemption date, and by publishin,
such notice of redemption, at least one
a week for a period of sixty (6O) day
In a daily newspaper Of general circula
ton, published in the English languae
in the City of New Orleans, Louisiana
Such call having been made, and tn
money required for such redemption hay
ing been deposited for that purpose will
the whitney Central Trust and Saving
Bank. OF New Orleans Louisiana (or /
that bank shall not be in existence will
such other bank in the City of New Or
leans, as the Directors may select), al
| rights of the stock callec rOr redemption
TO dividends shall cease after said re
demption date, and the holders thereo
shall thereafter have recourse to sal,
deposit alone and in no event to tn
company for the payment of said redeem
ed stock and the dividends thereon, TIL,
| shares so called and redemeed shall b,
cancelled and not again be issued
Section 8. If less than all of the pre
| 1erred stock then outstanding, Is to b.