The herald., 1920-01-29
CHARTER.

| SI1hp EN-
for waterproofing: to acquire and owl
all species of property, movable or i'm
movable, necessary or proper for the pur-
poses of the corporation and to sell, mort
gage and dispose of the same; and gen
orally to do and engage in any other bust
ness, undertaking or enterprise connected
| with, growing out of or incidental to any
of The purposes hereinabove set forth.
ARTICLE lV.-The capital stock of said
corporation is hereby fixed at the sum of
fifteen thousand (S15,OO0.0O) dollars. divid-
ed into six hundred shares, of the par
which stock shall be paid for in cash or
| property, at such times and in such
| amounts as NAV be determined upon by
the Board of Directors. No transfer or
| stock shall be binding upon said corpora
| ton unless made upon the books of the
! corporation, and all certificates of stock
| shall be signed by such officers as may
| be designated by the Board of Directors.
1 The said corporation shall at once become
| and be going concern and shall immedi-
| ately commence business The said cap
ital stock may be increased from time to
| time to any amount not exceeding fifty
| thousand (S50.0O0.O0l dollars. such increase
! to be made as provided by law.
| ARTICLE V.-All the corporate powers
| of said corporation shall be vested in, and
! the management and control of its affairs
| shall be exercised by Board of Directors
composed of three stockholders. Each di-
| rector shall own at least one share of
stock and shall be elected annually, by
| the stockholders. by ballot, on the Thurs
day following the first Monday in Janu-
ary; the first election, however, to be
held within fifteen days from the date OF
this charter. Notice Of all subsequent
meetings shall be given by mail addressed
to each stakeholder, at his last known
place of residence as shown on the books
of the corporation, said notice to be mail
ed not more than three weeks nor less
than two weeks before such election. and
all elections shall be held under such rules
and regulations as may be fixed by the
Board of Directors. In case of any fail
such failure shall not forfeit this char
ter, but an election shall be held as soon
as may be practicable after notice as above
provided. Each Board of Directors, at its
first meeting after each election, shall elect
from its number President and a Vice
President: and shall also elect a Secre-
tary and Treasurer, who may be MEM
bers of the board or not, as the directors
see fit: and both of said offices may be
held by one and the same person. as Sec
Rotary and Treasurer, as may be deter
mined by the Board. A majority of the
directors shall constitute a quorum for
the transaction of all business. and any
vacancy occurring on said Board shall be
filled by the remaining directors for the
uneS piTed term. The said Board. such
officer or manager as il may designate,
shall appoint such officers, managers.
clerks and other employees of said corpor
alton as may be necessary for it's business
and shall dismiss the same; and the tenure
of Office and employment of all Officers.
n anaEers, clerks and employees shall be
during the pleasure of said Board. The
said Board shall have the right and power
10 buy, sell, improve. contract, lease, Dor
row mercy, issue ponds and elecui1 JuOrt-
cages, and, in general, to exercise all the
powers of the corporation as well as to
carry out its objects and purposes. all
without reference to or authorization by
the stockholders. From time to time said
Board shall adopt rules, regulations and
of the business and affairs of said corpor-
alton, and in it's discretion, shall cancel,
change and modify the same.
ARTICLE Vino subscriber hereto or
stakeholder of the corporation shall ever
be held liable or responsible for the con-
tracts, faults or debts of said corporation;
nor shall any mere informality in its or
ganiZatien have the effect of rendering
this charter null, or of exposing any sub
scriber or stakeholder TO any liability be-
yOnd the unpaid balance, if any, due on
the shares subscribed for or owned by
him.
ARTICLE yII-This act of incorpora-
ton may be changed modified or altered,
or said corporation may be dissolved. with
the assent of the holders of two-thirds of
the stock of the corporation, whose own
ers are present and represented at gen
er6l meeting of the holders OF stock. after
at least thirty days written notice of such
meeting has been given through mail.
addressed to each stockholder at his place
OF residence. as SHOWN on the DOCKS OF
the corporation. In case of dissolution,
whether by the expiration of this charter
or otherwise. the holders of stock shall
elect three liquidators from among their
number. to liQuidate and settle the bust |
ness and affairs of the corporation. In
ease Of death or disability of any of said |
liquidators. the survivors, or the remain |
ing liquidators, shall appoint a successor |
hereby given full power, either by court |
of law proceedings. or without such pro-
ceedings, as they shall elect. to collect all !
otherwise dispose of It's assets. pay its
debts and liabilities and compromise and
settle all disputed questions and matters,
and shall have and exercise all other pow
ers necessary and usual to fully and final |
ly settle, wind up and liqufdste all the
business and affairs of the corporation, \
and distribute its net assets or funds
among its stockholders in accordance with
their respective rights.
ARTICLE VIII.-The names and post
office addresses of the subscribers heret5 n
and the number of shares which each
follows. to-wit: Samuel Brook Dickson,
429 Celeste street, New Orleans. La. three
hundred and eight shares. $4,000; John
A. O'Connor, 40 Celeste street, New Or
leans. La. one share, $500: Joseph W.
Carroll. SOILS Hennen building, New Or
leans, La. one share, $500; Mrs. Charles
400 Celeste street, New Orleans,
81, 5000: Mrs. Margaret d. Dickson 1907
Philip street. New Orleans, La, twenty
shares. 10000. II
Thus done and passed, in my office on
the day and in the month and year here
In first above written, In the presence of
Nessrs. Azzo J. Plough and Lawrence Vol
lenweider. Jr., competent witnesses. who
have signed with the parties and me, No-t-
tary. after due reading of the whole.
Witnesses: Azzo j. Plough, Lawrence
Jr.
(Original signed.) s. Brook Dickson.k
S0S shares; Mrs. Chas. Dickson. per bro
3. Brook Dickson. 20 shares: Mrs. Mar
garet ID. Dickson, per pro s. Brook Dick:
son. 20 shares; Joseph W. Carroll, l share;
John A. O'Connor. l share.
HENRY G. MCCALL, Not. Pub.
Certificate of Recorder. l. the under
signed Recorder of Mortgages in and for
the Parish Of Orleans. State of Louisiana.
do hereby certify that the above and
foregoing Act Of Incorporation Of the
Dickson Waterproofng Company. Inc,
was this day duly recorded in my Office.
In Book 1898 folio go.
New Orleans January 18th. 1920
(Signed.) EMILE J. LEONARD,
by. r.
hereby certify the above and foregoing
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