The herald., 1920-02-12
CHARTER.

carried on by 1t, are hereby declared to
be-: To make and sell and generally to
deal in waterproofng materials and com
pounds; TO subject to waterproofing Pro
and to sell and generally deal In the
same; to acquire for stock or otherwise
processes, methods. formulas and patents
for waterprOoting: to acquire and own
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 1V.-The capital stock of said
corporation is hereby fixed at the sum of
fifteen thousand (S15,0OO.00) dollars. divid-
ed into six hundred shares, of the pan
value of twenty-five $4,000 dollars each.
property, at such times and in such
amounts as NAV be determined upon by
the Board of Directors. No transfer OF
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.
The said, corporation shall at once become
and be a 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 1850. 900. 00) dollars. such increase
to be made as provided by law
ARTICLE VAN the corporate powers
of said corporation shall be vested in, and
the management and control of its affairs
shall be exercised by a 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-
AIRY; 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 stockholder. 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
ure to hold an election as above provided,
such failure shall not forfeit this char
ter, but an election shall be held as soon
as may he practicable after notice as above
provided. Each Board of Directors, at its
first meeting after each election, shall elect
from its number. a President and a Vice
President; and shall also elect a Secre-
tary and a 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 am
AZ ahNN w F'A.
flied by the remaining directors for The
uucA pired term. The said Board. or sdch
officer or manager as Il NAV designate
shall appoint such officers. managers
clerks and other employees of said corpor
atiol as may he necessary fer its business
and shall dismiss the same; and the tenure
of office and employment of all. Officers
managers, clerks and employees snail Dc
during the pleasure OF said Board. The
said ,;oatd shall have the right and power
TO buy, sell. improve, contract, lease, Dor
row mercy, issue ponds and eSscu'. mort
cages. and. in general. to exercise all thu
powers of the corporation. as well as u
carry out its objects and purposes. al
without reference TO or authorization b,N
the stockholders. From time to time SALE
Board shall adopt rules, regulations ano
bylaws for the management and4tontro
of the business and affairs of said corpor
alton. and, in rs discretion. shall cancel
! change and medify the same.
ARTICLE VINO subscriber hereto o
stakeholder of the corporation shall eve
be held liabl or responsible for the con
tracts. faults or debts Of said corporation
nor shall any mere informality in its or
ganization have the effect OF RENDERING
this charter null, or Of exposing any sub
scriber or stakeholder to any liability be
ond the unpaid balance. If any. due o.
the shares subscribed for or owned o.
him.
ARTICLE vII.-This act Of incorpora
ton may be changed, modified or altered
or said corporation may he dissolved. wit!
Il INT dHStul u ~ OlutIS vi "
the stock of the corporation. whose own
ers are present and represented at a gen
eral meeting of the holders of stock. afte
! at least thirty days written notice of sue
J addressed to each stockholder at his plac
of residence. as shown on the books q
the corporation. In case OF dissolution
whether by the expiration Of this charte
or otherwise. the holders of stock shal
elect three liquidators from among thei
number. to liGuidate and settle the bus
ness and affairs of the corporation. /
ease of death or disability of ans of sal
liquidators. the survivors, or the remain
ing lquidators. shall appoint a successo
TO such liquidator. Said liquidators ar
n h say GtOessd fT,I power Nv w,t s1fnsr . Syh cS Sqo
ceedings, as they shall elect. to collect al
amounts due the corporation, sell o
otherwise dispose of its assets. pay II
settle all disputed questions and matters
and shall have and exercise all other pow
ers necessary and usual to fully and fnal
ly settle. wind mp and. liquidate all tn
business and affairs of the corporation
and distribute its. net assets or fund
among its stockholders in accordance wit
their respective rights.
ARTICLE vIII.-The names and post
office addresses of the subscribers heret
and the number Of shares which eacl
agrees to take in the corporation are a
follows. to-wit: Samuel Brook Dickson
40 Celeste street, New Orleans. La, tire
hundred and eight shares, 100000; job
A. O'Connor. 400 Celeste street. New Or
leans. La one share. $500; Joseph "
Carroll. sO1-S Hennen building. New Or
leans, La. one share, $500: Mrs. Charlie
Dickson. 400 Celeste street. New Orleans
La. two hundred and seventy share,
SO. 1000: Mrs. Margaret ID. Dickson. 13O
, Philip street New Orleans. La, twent
; shares. $500.0NA
/ Thus done and passed. i'm my Office. o
the day and in the month and year here
i'm first above written. In the presence {
Messrs. Azzo j. Plough and Lawrence Vo
lenweider. Jr.. competent witnesses, VIII
have signed with the parties and me, NJ
tary. after due reading of the whole.
Witnesses: Azzo J.. Plough, Lawrent
: vollenweider. Jr.
{ Original signed.) s. Brook Dickson
30S shares: Mrs. Chas. Dickson per Or
s. Brook Dickson, go shares: Mrs. MAJ
q garet u. Dickson, per pro 8. Brook Dicl
son. 20 shares; Joseph W. Carroll, 1 share
John A. 0'Connor. I share.
HENRY G.. MCCALL, Not. Pub.
Certificate of Recorder. /, the undel
signed Recorder of Mortgages in and fc
the Parish Of Orleans. State of Louisiana
do hereby certify that the above an
: foregoing Act Of Incorporation Of tn
Dickson Waterproofng Company, Inc
was this day duly recorded in my ofic