The herald., 1920-07-15
CHARTER

liam LII
whom shall be- stockholders. to hc
. -, .,u on the second Monday of June
Il each year. commencing with IN" seq
me Monday Of IuUc. 1927. with the uu-
,"rstaudlu- that th" nrSt BOARD OF
. directors selected 10y IN" stock holders.
am rancd iu This charter. as well a.
t... f.r~t set of officers. as hereinafter
named. snail hold office until the sec
, olH Monday IF June, 1927. or until
heir successors have been elected ana
have qualified. After the election Of
sand Hoarf OF Directors. 10y the hold
,:~ 81 stock. as herein provided. there
-,i:lIl be- elected 10y said directors from
tu,i. own number. the officers Of the
. g., operation. which are as follows. lSt,
1. Prs idcUt. End. a Vice PRESIDENT. 3rd,
a. Seer, tar!. ilH. a TrcaSurer-dny two
on" person. Tn" first Board Of DireC-
. tors and the officers IF this corpora
lion shall hc the following. and which
=; ld Board uf Directors and officers
~h. u serve until th,. election to be- held
od H." second Monday of June. 1921,
90 Until their successors are elected.
chosen and qualified; The addresses
Of said directors and officers are set
OF BnSit" their RESPECTIVE" names. Her
man VI. COminS. President, ESmond
$. .-"yt. Dorchester, Mass: Jacob Matter,
Franklin street. New orleans, La;
I ..,:tr Smith. Secretary, 1925 :. Frank
lin street, New orleans, La. The Board
% Directors shall have the right to nil
all Vacancies occurring in their num-
her. whether resulting from death, res
EQUATION or otherwise.
ARTICLE Vii.-Thc annual meeting
I at the stockholders of this corporation
for tie election Of directors shall be
held on th, second Monday Of June of
I each Year. cOmmeucIuG with the Sec
oEd -t"nday OF June, 1871 The cleo
ton fGr said directors shall toe by bal
! lot and the majority in amount of
/ stock. voting. whether in person or by
| lr"Ny. shall elect tn" person for whom
I they are cast. each share Of stock
voted upon. to bc counted but for one
| vote. said stock shall not be entitled to
cumulative voting. Tn" Board of Di-
I, CtorS shall give at least fifteen days
u",,cc by mail of the election of said
directors. and shall appoint one or
| more Stockholders TO preside at such
election. Any failure from any cause
whatsoever to elect directors on the
day named for that purpose shall not
dissolve this corporation, but the dl-
IcCtOrS and officers then in office, shall
| hold over until their successors are
chosen and qualified. said Board Of
directors is further authorized to
frame and adopt bylaws, rules ana
regulations as the affairs and business
! Of the company may require, and II
| may deem necessary for the conduct
| ing and management thereof, provided
| the same does not conflict with this
charter and the laws of the state of
Louisiana, and those of the United
States of America: to name and APP
| point mana gers, fix their compensa-
| ton and terms of employment, as well
! as name and appoint agents and en-
ployeeS as in its discretion mayN seem
! tit and proper, as well as TO Fix the
! salaries and terms of employment of
the officers, employees, clerks and as
| SlStantS.
ARTICLE VIII.-The Board of Di-
| rectors is especially vested with the
| power to acquire and purchase such
property or business, or good will, or
| all of these from individuals, firms. OF
other corporations, as said Board of
/ 4 fr..g tor 1N fgsah a
| proper, and at such price and on such
| terms as they deem best, and to pay
therefor in the capital stock of this
| COZ pOration or otherwise.
! ARTICLE IN-No stakeholder shall
ever he held liable or responsible for
1 the contracts, faults, or debts of this
| corporation, nor shall any mere infor-
| mality in it's organization, have the eff
| feet of rendering this charter null, or
of exposing its stockholders To any liza
| bility beyond the unpaid balance on
| the 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
Nj Comins. 5 Esmond street. Dorches-
| ter, Mass, $50 shares; Jacob Matter.
4S25 SO. Franklin street, New Orleans,
La, 100 shares; Isaac Smith, 1925 So.
| Franklin street, New Orleans. La, 10
| shares.
ARTICLE Nj All stockholders
meetings, for the election of directors
as above stated, shall be held after fif-
| cen days written notice mailed to each
| sfoCkholder. Other stockholders meet
| ingS may be held when ordered by the
Board of Directors. or when requested
| by at 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 the election of directors,
unless such notice is waived by unani-
| nous consent.
| ARTICLE XII.-This charter may be
| amended, altered or changed, at q spe-
| cial meeting of the stockholders called
| for that purpose, notice of which is to
! be gwen in accordance with the pro-
| visions of this charter, by the vote of
| two-thirds of all the capital stock.
| ARTICLE XIII.-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: All his right,
| title and interest in and to certain mar
| chandise, 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 267 Of the Louisiana Legislature
| OF 1914. there is 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, to amount,
location, extent. character and state
| OF improvement, together with a state
| ment of its value as appraised by the
| directors of this corporation, the same
as IL set forth in full in this charter.
ARTICLE XIV.-This charter may
! be dissolved by the vote of two-thirds
| of all its outstanding capital stock
AMI upon complying with the require
Eients of Section % of Act 267 of the
Louisiana Legislature of 1914, and in
| the event of such dissolution, two Ii
EDUCATORS shall be named and appointed
with all the necessary powers and
authority-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 Messrs. William F. Con-
kertOn 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
ing Of the whole, the parties hereto fix
ing opposite their respective names
their subscriptions to the capital stock
CT this corporation which shall consti-
tute the original subscription list of
stock in this corporation.
(Criginal Signed): Herman NJ. Com
ms, $50 shares; Jacob Matter 100
shares; Isaac Smith. 10 shares.
Witnesses: VIM. F. Conkerton, Ar