The herald. [volume] (New Orleans, La.) 1905-1953, 1920-07-01
CHARTER.

Il
States and any foreign country. 1t
shall have the power to invest its Board
of Directors with all OF IT'S corporate
powers, subject to such restrictions as
may be named in this charter. And IL
shall have and possess all the
powers, rights, privileges and lmmuhitles
which corporations are and may hereafter
be authorized to have and possess under
the Constitution and the Jaws or TINS
State and particularly under Act No. TO-
of the Acts of the General Assembly or
the State of Louisiana for the year l9l4'
and the amendments thereto.
ARTICLE 1.-THE domicile of this cor
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 III.-The objects and pur- ,
poses for which this corporation IL OrSa-
nized and the nature of the business To be
carried on by it are hereby declared 10 /
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, fOundrics, machine
shops, repair plants, and other convent
encrS for the building, repairing or dock
ing of ships and other vessels; TO buy or
otherwise acquire, and or guild 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. reselling. charter
ing, operating or otherwise making
profit out of same, together with engines.
boilers, machinery, tackle and ship ap-
purtcnanceS of all kinds; TO exchange its
entire capital stock or any part thereof
for property which il is authorized to
acquire, or to exchange its entire assets
and business, or any part thereof, Tor
property, stocks. bonds or other ohllga-
| tons of other cOmpau.es. firms or indi-
viduals: to buy. sell, lease. hold. develop
and improve real estate; especially TO aC-
quire all of the assets and Liabilities OF
| the johnson Iron Works, Ltd. "a cor
! p0ratiOn organized by act before James
! Fahey, a Notary Public for the Parish
| of Orleans. dated May -. 1889, recorded
! in the Mortgage office or the Parish of
! orleans, in Book 800, Folio I'D, and all
| of the dry docks. lands and physical AS
| sets and good Will formerly belonging 10
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. and to carry on any
| other business, which, under the law. it
may he entitled TO carry on which may
seem to the corporation to be calculated,
directly or indirectly, to effect rne afore.
| said objects and purposes or either or
! them. or to facilitate the corporation in
|
or businesses or any part thereof. or in
| the transaction of any other lawful bust
ness that may be calculated. directly or
| indirectly. to enhance the value of or TO
render profitable. any of the corpora
tons property and rights. and generally
to-hOd and exercise all Sucn incidental
powers and privileges. and TO do and per
form all things as relate to the objects
and purposes hereinabOve set forth or rs
may he needful. necessary. proper useful.
nr of
and purposes or any of them.
ARTICLE IV.-Sectlon I. The capital
stock of this corporation is hereby fixed
at one Million Two Hundred Thousand
(S1. 200. 100000 Dollars, divided into and
represented by four thousand $4,000
shares of preferred stock of the par value
of One Hundred slOOO0 Dollars pei
share. and Forty Thousand 100000
, shares of common stock of the par value
of Twenty 5000 Dollars per share. TIL,
common stock of the corporation may b,
increased up to the sum of Five Million
($J.OoO,O000O) Dollars.
: Section .. The capital stock. both pre-
ferred and common. shall be represented
r by certificates, shall be full paid anC
non aSSeSSable when issued, shall he Is
| sued only for labor done or for prOpert!
l actually received, or for cash to he pai'
J at such times and III such amounts an'
after such notice as may be determined
J. by the Board of Directors, and shall b.
pcrsOrpl property. No transfer of sal,
I capital stock shall be binding upon thi
, corporation unless made in accOrdanc
s wi.A its charter and bylaws and RECORDED
Z on the books thereof.
Section 3. The holders or the preferre
n stock shall be entitled to receive an an
! nual dividend at the rate of but neve
/. exceeding eight (S) per cen, per annun
: cumulative from and after May 1st 1921
h payable out of the net profits of tn
r Company on the First day Of January
| Wi, nntn Of oh
- before any dividend is paid upon the com
mon stock. Should the net profits TO
n any year be insufficient to pay said pre-
ferred dividend therefOg, or any par
thereof, any unpaid portion thereof sha
become a charge against the net profit
of the Company and shall be paid in fu
= out of said net profits before any div
: dend is paid upon the common stool
;. The preferred stock shall never partici
u pate in the profits of the Company bt
: yond its fixed preferential cumulative an
nual dividend of eight ~ per cent. bu
D. shall be paid in full up to its capital o
par value plus accrued ana unpaid div
dends. If any, at the rate of eight pc
cent $50 per annum, before any amour
shall be distributed among the owners {
the common stock, in the event of an
liquidation, or dissolution or Distribute
of the assets of the Company, and sha
: not participate further in the distribJ
. ton of the assets of the Company.
Section T. The corporation shall haN
the right to call for and redeem the ou
i standing preferred stock, in whole or
" part, any dividend date, at one hui
70 bred ten 110%) per cent of par, pit
e all accrued and unpaid dividends. NJ
l. tice of redemption shall be given by mai
q ing same to all preferred stOckhOldel
lie of record at their last known post offiC
e, address, or If none be known then to Il
" General Delivery. at New Orleans, IOui
ID lana, at least sixty (6O) days prior
s. such redemption date, and by publishin
IS such notice of redemption. at least on
r week for period of sixty (60) daI
al in daily newspaper of general circul
D. ton published in the English langual
(. in the City of New Orleans, Louisian
i'd Such call having been made, and Il
te money required for such redemption Ia
Id ing been deposited for that purpose wi
r the Whitney Central Trust and Saving
s. Bank. of New Orleans, Louisiana Tor
ly that bank shall not be In existence, wi
ar such other bank in the City of New o
~ leans, as the Directors may select), Q
I'd rights of the stock calIec r0r redemptit
n to dividends shall cease after said r
to demption date, and the holders there
l. shall thereafter have recourse to sa
or deposit alone and in no event to {
e. Company for the payment of said redeel
c. ed stock and the dividends thereon. T
iy shares so called and redemeed shall
r. cancelled and not again be issued.
e Section 3. If less than all of the pr
he ferred stock then outstanding, is to
redeemed the Board of Directors shall d
rs terTaine by lot in the following mann
IS the shares to be redeemed. A list shi
y, be prepared of the holders Of PREFER
IS stock, and consecutive numbers shall
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