The herald., 1920-10-07
CHARTER OF EDUCATIONAL FILM
LNlMANGE OF IOLIsIANA NO

Notary Public.
CHARTER OF EDUCATIONAL FILM
EXCHANGE OF LOUISIANA. INC.
ulted states Of America. Parish of or
leans, city of New Orleans. STATE of on,
isana. lie it known That on this. the
18th day of the month Of September. i'm
tn" year one thouaud. nine hundred and
twenty. before me. Henry l.. Dart. Jr. a
Notary Public. duly commissioned and
sworn in and for the Parish of Orleans and
city of New Orleans. therein residing per
>onhllN came and appeared the persons
whose names are herCuntO subscribed who
declared that. aVailiug Themselves of rho
provisions of the laws of the STATE r.I1-
tlv" To the organization of corporations
ihtA have CON"Hanted and agreed. and do
by thtS" presents covenant and agree
BIND, form and constitute them selves aS
well as such other persons who may here
after join or become associated with them
into corporation and body polite in law
Tor the objects and purposes. and under
tn" agreements and stipulatiOuS follow
ing. tu-wit:
ARTICLE The name and title of this
corporation shall be Educational Film EN-
change of Louisiana. Inc, and under its
corporate name il shall have and enjoy
existence and succession for the term of
ninety nine years from this date, and all
the rights, advantages and privileges
granted by law 10 corporations. including
the power TO contract, sue and bc sued In
lis corporate name. TO make and use "A
corporate seal. and the same To break and
alter at pleasure; TO hold. receive. pur-
chase. convey. mortgage. hypOthecate and
pledge property. real and personal to is
sue bonds, notes and other obligations: to
have and employ managers. directors, of
hcerS, agents and other employees as the
interests and COnvenienCeS of the corpora
ton may require: and to make and es-
taDliSh such committees and to create such
bylaws. rules and regulations for the
corporate management and for the con
u nl a
as may be deemed necessary and eXpedi-
emit.
ARTICLE 1.-THE dOmicile of the cor
poration shall be the City of New Orleans,
State of Louisiana. Citation and other
legal process shall be served on the Presi-
dent, or in his absence or inability to act
from any cause whatsoever, upon "A Vice
President or the Secretary Treasurer.
ARTICLE Ill.-The objects and purposes
of this corporation are hereby declared to
be to manufacture. produce and distribute
motion picture films, slides and cuts of
all kinds and character; to establish and
maintain exchanges for the sale. leasing
and distribution of motion picture films.
and generally to deal and operate at whole
sale and retail, aS principal. agent, lessor.
lessee, on commission or otherwise, in the
production and distribution of motion pie
lures, slides, cuts. etc, and in the con
duct of exchanges to own, operate and con
duct buildings, mills, machinery, tools and
appliances for the uses and purposes of
/ -
alter. substitute, sell and hypOthcCate at
Will, and generally to do and perform all
things needful. necessary, proper or use
| full for the accomplishment of the pur-
poses Of the corporation, the whole in the
State of Louisiana, the States, Territories
and Possessions of the United States. and
| in Foreign countries, States and Terri
tories. with the right to have offices and
places of business and representatives in
any or all of the same. \ change of the
objects and purposes of this corporation
may be made by the vote of all the stock
holders at Il meeting called for that pur-
| pose.
| ARTICLE IV.-The capital stock of this
corporation shall be ten thousand dollars
| (SlO,0O0.0Ol divided into one thousand a.
| OOO) shares of the par value of ten dollars
| paid for in cash or property. The CAPT
| tai stock may be increased to twenty
thousand dollars t$20.OO0.O0) by vote of
| two thirds of all of its stock ut meet
! ing of the stockholders called for that pur-
| pose.
| The capital stock of this corporation
| shall be transferable only on the books of
| the corporation.
| ARTICLE V-An corporate powers vest
ed by law of this charter in corporations
| shall be exercised by the Board of Di-
| rectOrs of this corporation, including the
right to manage. control and direct the
affairs of the corporation, the corporate
policy, and to sell the corporation, or merge
the same into another corporation, and TO
| take in payment OF any such sale, or
merger cash bonds, notes or stock of
| the purchasing or merging corporation, or
| of new corporation, created for the pur-
pose. without the necessity of referring
either or any of said acts to the stock
holders.
The Board of Directors Of this corpora
ton shall be composed of four stockhold-
ers who shall be elected annually on the
| first Tuesday of July of each year. The
| first Board Of Directors of this corpora
| . han ha of
mons. George A. Skinner, Leo l.. Dubourg.
and Louis j. Gelpi, who shall hold office
until the next annual meeting, on the iirst
| Tuesday of July, 1921. The election OF
the Board of Directors shall be preceded
by fifteen DAYS written notice to the stock
| holders. delivered in person or sent by
mail to the post-oftice address of such
stakeholder. as the same appears upon the
| books of the corporation. The election
| shall be held at the office OF the corporation
at such hours as may be fixed by the in
cumbent Board of Directors under the
supervision of two inspectors of election,
who shall be elected and serve as such for
| the period of one year at the time the
Board of Directors is elected, provided
that the first Board Of Directors herein
named shall appoint two inspectors oil
| elections to serve until the next annual
election of directors. At such election each
| stakeholder shall be entitled to one vote
| for each share of the capital stock held
| by him, and the person receiving the
highest number of votes cast at said cleo
| ton shall be declared elected, and the
| Board of Directors thus elected shall meet
and organize as soon after said election
as possible. majority of the whole
Board of Directors shall constitute d
| quorum, and Directors absent or unable
| to attend may authorize the Directors
present to represent them by wrltteI
| proxy filed with the Secretary, and with
all the powers such absentee could, If pres
In