The herald., 1920-06-24
CHARTER.

Sets and any foreign country. 1t
shall have the power to invest It's Boaru
of Directors with all of its corporate
powers, subject to such restrictions as
NAV be named in this charter. And II
generally shall have and possess all the
powers, rights, privileges and lmmuhllies
which corporations are and may hereafter
he authorized 10 have and possess under
Tho Constitution and the Jaws of this
state. and particularly under Act NO. -oL
of the Acts of the General Assembly OF
the state of Louisiana for the year 49If'
and the amendments thereto.
ARTICLE 1.-THE dOmicile of this cor
marathon shall be in the Parish of Orleans,
state of Louisiana, and all citations or
other legal process shall be served upon
the President of the Company; or III
| his absence, upon a Nice-Presldent.
ARTICLE uI-The objects and pur-
noses for which this corporation is Orga-
nizcd and the nature of the business To be
carried on by il are hereby declared 10
be: TO build, fit out, and repair steam
ships, steam boats, tugs, dry docks
barCes, and other water craft; TO own
and operate dry docks, foundrics, machine
shops. repair plants, and other convent
euCeS for the building, repairing or DOCK
ing of ships and other vessels; to buy or
otherwise acquire, and lor puild and/or
, repair machinery of all kinds, ships, yes
sells and water craft, complete or not
complete. sound or out of repair, for the
purpose of improving. reselling, charter-
I nix. bItIdAllE VI 'Ah'l rs 'A"'
profit out of same, together with engines,
boilers. machinery. tackle and ship APP
purtenances of all kinds; TO exchange It's
entire capital stock or any part Thereon
for property which ii is authorized 10
acquire. or to exchange its entire assets
and business, or any part thereof, Tor
property, stocks, bonds or other obllga-
tiOnS of other cOmpar'es. firms or lndl-
viduals: to buy. sell, lease. hold. develop
and improve real estate; especially to ac-
quire all of the assets and liabilities OF
the johnson Iron Works, Ltd, "a cor
poratiOn organized by act before James
Fahey. n Notary Public for the Parish
of Orleans. dated May -. 1889. recorded
in the Mortgage office or the Parish of
Orleans. in Book 800. Folio 1@3), and all
of the dry docks. lands and physical as
sets aud good will formerly belonging 10
the New Orleans Dry Dock & Shipbuild-
ing Company, No enter into, make. perform
and carry out contracts and agreements
of every kind not contrary to law with
any individual. firm, partnership, aSSO.
citation. company, syndicate, corporation,
/; government, state. municipality, political
, subdivision or other public or private
: body a authority. and to carry on any
: other business. which. under the law. II
may he entitled TO carry on which may
seem to the corporation to be calculated,
: directly or indirectly, TO effect me afore
a said objects and purposes or either OF
d them, or to facilitate the corporation in
y the transaction of its aforesaid business
or businesses or any part thereof. or IN
the transaction of any other lawful bust
= ness that may be calculated, directly OF
II indirectly. to enhance the value OF or 10
render profitable. any Of the corpora
tons property and rights, and generally
to hold and exercise all sucn Incidental
"a powers and privileges. and to do and per
form all things as relate TO the objects
and purposes hereinabove set forth or al
may be needful, necessary. proper, useful
!, or convenient for effccting said object
and purposes or any of them.
ARTICLE Iv.-Section 1. The capita
RS stock of this corporation is hereby fixe'
at One Million Two Hundred Thousan'
r 81, 200. OOO.O0) Dollars, divided into an,
rs represented by four thousand $4,000
r, shares of preferred stock of the par yalu
Is of One Hundred t$lOO.O0J Dollars pc
III share. and Forty Thousand 1000
rs shares of common stock of the par valu
K of Twenty 5000 Dollars per share. Tn
nd common stock of the corporation may b
la. increased up TO the sum of Five Milo
cb 49, 00.OO0OO Dollars.
be Section .. The capital stock. both pr,
Ike ferred and common. shall be representa-
or by certificates, shall be full paid an
sc non assessable when issued, shall be Il
nd sued only for labor done or for prOpert
Cd actually received, or for cash to be pal
ch at such times and in such amounts an
he after such notice as may be determine
IN. by the Board Of Directors, and shall /
re- personal property. No transfer of sal
-er capital stock shall be binding upon thi
", | " DO2 NlO NV h"N an
les with its charter and bylaws and recorde
OF on the books thereof.
Section 3. The holders OF the preferre
in stock shall be entitled to receive an al
as- nual dividend at the rate of but .nevt
IN. exceeding eight (S) pev cent per annun
ty. cumulative from and after May list, 1872
th payable out of the net profits of tn
ter Company on the First day of Januar.
April. July and October, of each yea
oy before any dividend is paid upon the con
mon stock ShOnld the net profits fC
any year be insufficient TO pay said PR
rs ferred dividend therefor, or any pa
thereof, any unpaid portion thereof sha
become a charge against the net profit
=, of the Company and shall be paid in fu
nc out of said net profits before any div
dend is paid upon the common stoc
us, The preferred stock shall never partic
pate in the profits of the Company b
yOnd its fixed preferential cumulative al
,,aS nual dividend of eight ~ per cent, b
no. shall be paid in full up to its capital
par value plus accrued anu unpaid div
!, dends. if any. at the rate of eight p
!" cent $50 per annum, before any amOu
shall be distributed among the owners
IT. the common stock. in the event of al
'h'' liquidation, or dissolution or distribute
of the assets of the Company. and sh;
not participate further in the distrib
tiOn of the assets of the Company.
Section ii. TIL corporation shall ha
the right to call for and redeem the OF
.ou- standing preferred stock, in whole or
=" | IhAAs WI dhg Al udifF III Oht un
the dred ten Q10G) per cent of par, pl
the all accrued and unpaid dividends. \
uh- tice of redemption shall be given by ma
nee ing same TO all preferred stockhOld'
one of record at their last known post off
me, address, or if none be known. then to
luly General Delivery, at New Orleans. Lou
ana lana, at least sixty 900 days prior
us such redemption date, and by PUBLISH
sses such notice of redemption. at least OF
per- a week for a period of sixty (60) da
eral in a daily newspaper of general circu
sub ton. published in the English langua
hat, in the City of New Orleans, Louisia.
ana Such call having been made, and
tate money required for such redemption HI
sald ing been deposited for that purpose W
cor the Whitney Central Trust and Sayir
Bank. of New Orleans, Louisiana Tor
IDLY that bank shall not be in existence, w
year such other bank in the City of New {
.hey leans. as the Directors may select,
lted rights of the stock calico FOR redempti
on to dividends shall cease after said
demption date, and the holders Their,
lsl- shall thereafter have recourse to 81
Lher f~depOsit alone and in no event to
De- Company for the payment Of said redee
ed stock and the dividends thereon. 7
ody shares so called and redemeed shall
lur- cancelled and not again be issued.
~ Section 5. II less than all of the D
ferred stock then outstanding, is to
,h;s redeemed the Board of Directors shall
IT, termine by lot in the following mani
my, ha nronorod . ~ taiSe. ns.sn
rs I ofAaI aHI