The herald. [volume] (New Orleans, La.) 1905-1953, 1920-07-15
CHARTERS.

4 ~
ne subscribed Tor, and at least fifty e.
per cent of all stock subscribed for shall
he pald Tor. stock of this company >hal
only he issued for cash or for service
rendered, merchandise property or Othr
valuable considerations. ruuriuE to thi
corporation. according to the exclusive
judgment ana findings of III" Board O.
| Directors thereof.
ARTICLE IV.-The substitution for am,
tn" ownership Of all stock in this corpor
atlOn are made and taken upon the con
dition that any holder of stock desiring
sell the same, shall first offer his stool
10 In" corporation at his lowest price. aU'
the corporation shall have thirty days IL
which TO exercise its option to purrha>,
Ihe same. On its refusal To purchas" th'
stockholders shall have ten days to 80
erci>" their option to purchase such >tnrL
az said price, after the expiration OF Sur5
time I'll" stockholders shall Ice free To maxi,
any other sale of his stock.
ARTICLE N.-Thc dOmiciIr of this cor
P"ralOn shall hc in the City of New or
leans. La. where all meetings of the stock
holders or directors must h" held. pro
vided. that with the written consent of /.
the directors. valid meetings of the dire.
tors may h" held outside of the state. oI
within tn" State. elsewhere than at il,
d"mlcile. citation shall be- served upoi
inc president or, in the abS"nr" or dis
ability of the latter. upon the Vice Pr,.~i
dent. and, in the absence or disability %
TIA" latter. upon the Secretary. and in IN,
ah>cn"" or disability of the latter. Upur
tn" Treasurer.
ARTICLE NI-Al the corporate power,
Of this COrporatian shall he vested in and
exercised by Board of Directors. thr,.
in number, all of whom shall bc StOckhod
"rs to be elected on the first Monday
March OF each year. commencing with
first Monday of March. 1921. with In" IN
der>tanding that the first Board of III
rectors selected 10y the stockholders. and
named in this charter. as well as the first
Set of officers. aS hereinafter named. shall
hn
March, 1921. or until their Successors haN,
been elected and have qualified. After ia,
election of said Board Of Directors. 10y a.
holders of stock. aS herein provided. there
shall be elected by said directors from
their own number. the Officers of IN" cor
poration. which are as follows: 1t. .
President; md. Vice President. :ird.
Secretary. 18th, a Treasurer. any two
which offices may be combined in one
person. The first Board of Directors and
III" Officers of this corporation, shall
III" following, and which said Board of
Directors aud Officers shall serve until III,
election To he held on the first Monday al
March. 1921. or until their Successors ar,
elected. chosen and qualified. The ad
dresses of said Directors and Officers arr
set opposite their respective names .
Charles EoisSet Lucicn Lavcndan. John
llarriher". Rene LahHdie and j. l.. X
Il Avrirourt, with Charles l!oi>Srt. Prr>i-
dent: John Darribrre. Vice President and
Treasurer. aud j. l.. X. d'Avricourt. Sec
rotary. The Board of Directors shall have
the right TO I'LL all vacancies occurring in
their number, whether resulting from
death. resignation or otherwise.
ARTICLE VII.-Thc annual meeting of
the stockholders of this corporation for tn.
election of Directors shall be held ON the
first Monday of March of each wear. com
mencing with the first Monday of March
l92l The election for said Directors shall
b" 10y ballot, and tn" majority in amount
of stock, voting. whether in person or by
proxy. shall elect the person for whom
they are east: each share of stock voted
upon to be counted but for one vote. Said
stock shall not he entitled TO cumulative.
voting. The Board of Directors shall give
at least fifteen days notice by mail -.
the election of said Directors. and shall
appoint one or more Stor kholdprS to prp-
side 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 III
rCCtOTS and Officers then in office shall
hold over until their SUCCESSORS are chosen
and qualified. Said Board is further an
thorized TO frame and adopt bylaws. rules
aud regulations as the affairs and business
of the company may require. and il NAV
deem necessary for the conducting aud
thereof. provided. the same
does not conflict with this charter and thu,
laws of the State of Louisiana. and those
Ot the United States of America to name
and appoint managers. fix their compen-
>atiOn and terms of employment. as well
lS name and appoint agents and employees
~ III It's ulS'Etllol may seem III ana
proper. as well as to fix the salaries an,
terms of employment of the officers. en-
ployees, clerks and assistants.
ARTICLE VIII-The Board Of Directors
Is specially vested with the power go ac-
Iuirc and purchase such property or bus
mess or good will, or all of these from
firms or other corporations
Il said Board of Directors may deem ad-
disable and proper. and at such price and
III such terms as they deem best and Ia
pay therefor in the capital stock of this
or otherwise.
ARTICLE 1\.-NO stakeholder shall ever
le held liable or responsible for the con
racts, faults or debts of this corporation.
lor shall any mere infOrmality in its or
,aniZatiOn have the effect of rendering
his charter null or of exposing its stock
holders to any liability beyond the unpaid
balance on the stock owned by them
ARTICLE N.-The names and postoffire
addresses of the subscribers to these ar
tcles of incorporation and the number of
shares of stock subscribed for by each.
ire as follows: Charles Boisset 22I3
Grainard street. 100 shares: Lucien Lave
Ian, $40 North Solomon Street. I share
IOhn Darriberp. S41 Alexander Street
'hare; Rene Labadie. 10 Morgan Boulevard
share; J. l.. X. d'Avricourt Audubon
| share.
ARTICLE XI.-An stockholders meet
ngs. for the election of Directors as above
stated. shall be held after fifteen DAYS
written notice mailed to each stakeholder
when ordered by the Board of Directors
'r when requested by at least twenty-five
Der cent OF the outstanding capital stock
Notice OF all stockholders meetings. other
han adjourned meetings, shall be in the
manner prescribed for stockholders meet
ngS for the election of Directors. unless
such notice is waived by unanimous con
sent.
ARTICLE XII.-This charter NAV be
amended. altered or changed at special
Meeting of the stockholders called for that
purpose. notice of which is to be given in
'harter-by the vote of twO-thirds of all
he capital stock
ARTICLE NIII.-One hundred shares
ully paid common stock shall be issued
o Charles Boisset, subscriber hereto. In
consideration whereof the said Charles
toisset hereby sells assigns. sets over and
iellNerS to the said corporation all his
lght. title and interest in certain patents
or the manufacture of hydro transmits
ion devices, together with all improve
nents and betterments devised or schemed
" the said Charles Boisset on said hydro
devices and the patents that
nay hereafter be issued to cover said i'm
'rovements. The said apearers being all
me subscribers hereto and officers
ereO1, being by me. Notary. first duly |
worn, did depoSe and say that the prop- !
rty herein transferred TO this cOmpany
y the SAID Charles BOiSsct is well known |
0 them and that they and each of them |
eereDy iully appraise the same at the sum /
I ten thousand (S10OOO.0O) dollars.
ARTICLE NIV.-This corporation NAV
e nlSSOlved by the vote of twO-thirdS of |
II lts outstanding capital stock and upon |
Dmpiylng with the requirements of See
on % OF Act 261 of the Louisiana Legis-
iture or 18Th. and in the event of such
lsSolutlOn two liquidatOrS shall be named
nd appointed with all the necessary pow
Is ana authority-all in the manner and