The herald., 1920-07-08
CHARTER.

Il each wear. commencing with the SEQ
me Monday "t June. 1871. with the I'M
Outstanding that IN" first Board "f
directors selected 10y tn, Stockholders,
AN canned iu this charter. d~ well a.
. toe. Inst ~-t of officers. aS hereinafter
nam, d. snail hold Office until the sec
OH Monday of Jun. l"-I. or until
'h"jr successors nav" h""n elected ana
N.,t, ,ualifi,d Nft.r the ,l'crIou of
~Ilu l'"Hrd of Directors. hy the hold
..s.- 90. stock. as herein provided. there.
s. u.t' be-. elected Toy said directors from
'l'H own number. Tire officers OF tn"
,,rr"Iaiion. which ar" as follows. 1t.
% IRE. Id"nt. md. "A Vice President. "Id,
d.. Score tdTy. ith. = Treasurer. two
of = rich offices may Ice com hln"d IN
on" l,.r>"n. IN" first Board Of hirrc-
tors. and ia" officers Of this corpora %
i."I. shall Ice the fOiluWiu-. and which
$. ld E"ard OF Directors and officers
-h; Il serve until the election t. Toe held
on The second Monday Of juno, ~
a. uDIEl their Successors are elected.
,nu-,r and uualitird The addresses
"' said directors ana officers ar" set
"ir"Sit" their rcSpe'tlv" names. Her
=. ...,.t. dorchester. Mass. Jacob Matter.
N,r,-i Resident and Treasurer. 49, ;.
Franklin street. New orleans. La.
I --:r smith. Secretary. 49, :. Frank =
lin street. New orleans. LII. The Board
81 DIRECTORS shall have the right 1" ill
an vacancies occurring III their NUM-
h'.r. whether resulting from death, res
lGuit.on or otherwise.
ARTICLE. With" annual meeting
~ TN. >tockhOldcrS Of this corpora lion
for tlr election of directors shah b,.
held on tE' second Monday Of June OF
each Year. commencing with ia" Sec
oud .l"uday of June. 1921. The cleo
ton 'tr SsIlb directors shall he by bal
Lot and the majority in amount of
~'uch. Iotin@. whether in person or by
l.r"Nt. shall elect tn" person for whom
Ih,l ar" east. each share of stock
voted upon. T." be counted but for one
vote. said stock shall not toe entitled TO
cumulative voting. Tn" Hoard of hi
I,,rorS shall give at least nftren days
h",tCr by mail of the election of said
directors. ana shall appoin; one or
NOR" Stockholders to preside at such
election. Any failur" from any cause
whatsoever to elect directors on TN"
day named for that purpose shall not
dissolve this corporation, hut the di-
I"ctor> and officers then i'm Office, shall
iolG over until their successors ale
chosen and qualified. said BOARD If
Directors is further authorized to
frame and adopt bylaws, rules anu
regulations a. the AFFAIRS and business
of IN. company may require, and IL
may deem necessary for tn" conduct
iu- and management thereof, provided
tH' >dmr does not conflict with TINS
charter and the laws OF IN" stat" OF
Louisiana. and those Of the United
states Of America. I" name and ap-
point managers. liz their Compcnsa- =
tion ana terms Of employment. a. well
as nam" and appoint agents aud en-
ploycrS as in its discretion may seem
mt and proper, a. well as 10 nN the
salaries and terms of employment of
the officers, employees, clerks and as
SIStantS.
ARTICLE VIII-The Board Of Ri
r"ctorS is especially vested with the
power to acquire and purchase such
property or business, or good will. or
all of these from individuals, firms or
other corporations. as said Board Of
Directors may deem advisable and
proper, and at such price and on such
terms they deem best, and to pay
therefor in the capital stock of this
corporation Oh otherwise.
ARTICLE IN-No stakeholder shah
ever be held liable or responsible for
, the contracts, faults, or debts of this
corporation, nor shall any mere infor-
mality in its organization, have the eff
feet of rendering this charter null. or
of exposing its stockholders to any liza
hlltS beyond the unpaid balance on
tie stock owned by them.
ARTICLE N-The names and post
office addresses of the subscribers to
these articles of Incorporation and the
number of shares of stock subscribed
for by each are as follows: Herman
NJ Comins. Esmond street Dorches-
ter Mass. sac shares. Jacob Matter,
l%25 SO. Franklin street, New Orleans.
La. 100 shares, Isaac Smith. 1925 SO.
Franklin street. New Orleans. La, 10
shares.
ARTICLE ri All stockholders
meetings, for the election OF directors
"a above stated, shall be held after tf-
cen days written notice mailed to each
Stoc kholder. other stockholders meet
inSS may be held when ordered by the
Board of Directors, or when requested
10y 1T least twenty-five per cent of the
outstanding capital stock. Notice of
all stockholders meeting, other than
adjourned meetings, shall be in the
manner prescribed for stockholders
meetings for TIA" election of directors,
unless such notice Is waived by unani-
nous consent.
ARTICLE NII.-This charter may be
amended, altered or changed, at a Spe-
cial meeting Of the stockholders called
FOR that purpose, notice of which is to
be gwen in accordance with the pro-
Vi>ICLS of this charter, by the vote of
two thirds Of all the capital stock.
ARTICLE NIII.-WhereaS, the sub
Scription Of Herman NJ COminS to the
capital stock of this corporation con-
SiStS in property to be transferred to
this corporation, tO-Wit: MI his right,
title and interest in and to certain mer-
chdndlSe open accounts and other as
sets, belonging to the business hereto
fore conducted by him in the city of
New Orleans, La. under the trade name
of the Para Rubber Company of LOuiSi-
ana, in accordance with the provisions
of Act 261 of the Louisiana Legislature
Of 1914, there il now annexed to these
articles of incorporation, and to be
read in connection herewith, an aC-
Curate, detailed and itemiZed descrip-
ton OF SuCh property, as to amount,
location, extent, character ana state
OF Improvement, together with a state
ment of its value as appraised by the
directors of this corporation, the same
as if set forth in fun in this charter
ARTICLE NIV-This charter may
be dissolved by the vote of two-thirds
of all its outstanding capital stock
ana upon complying with the require
Ei@ntS Of Section IS of Act 267 Of the
! uulsIana Legislature Of 1914, and in
the event Of such dissolution. two Ii
QUiGatorS shall be named and appointed
aTthority-all in the manner and as
provided in said Legislative act.
thus done and passed on the day
and date first above written in the
presence of McSSrS. William f. Con-
keTtOh and Arthur j. Ryan, both COM
petent witnesses. domiciliated in the
City OF New Orleans. La. who signed
these presents together with the par
ties and me, notary, after a due read
lnS IF the whole, the parties hereto fix
ing opposite their respective names
their subscriptions to the capital stock
Of this corporation which shall consti-
tute the original subscription list of
stock in this corporation.
Original SiGned): Herman NJ Com
inS, $50 shares, Jacob Matter, 100
shares; Isaac Smith. 10 shares.
Witnesses: VIM. F. Conkerton, Ar
thur j. Ryan.
EDGAR " Calm, Not Pub.
I, the undersigned, Recorder OF Mort
CAGES, in and for the Parish of Or