The herald., 1920-07-29
CHARTER.

payment in full of the par value of All m,
| preferres ~ock legally issued and ont
SIandiinA t0gether with all accumulated
! unpaid q. 'dends thereon. the entire re
malnd"r = said assets of said corporatioT
! snail be divided among the holders of m,
\ common stock legally issued and outstand
holdings
Z. All voting power of the CORPORATION
| NtNcept as herein above specially Droyided !,
snaii De vested exclusively in the common
SIOUX, at all elections of Directors or Other
meetings of the stockholders. except mon
quesilohs relating to the liquidation or dis
/ sOlutlon OF this Corporation, in which case
the preferred stock shall have a like yotinr
power as the common stock. that i an
vote for each share Of stock No amend
ment 10 the charter shall be passed which
s snnii IMPAIR The rights of the preferred
NIockhOIderS. as hereinabOve provided
Z. All shares of stock shall no trans
ferred only upon the books after surrender
OF the outstanding certificates and pursu-
hht 10 Surh rules and regulations as NAV
be prescribed by the Board of Directors
:. No stakeholder shall have the ripb,
to sell or otherwise dispose of his commnu
STOCK IN TINS Corporation to any persou
other than stakeholder thereof without
Ilrst ofterlng II in writing for thirty l3Ul
Gays through the Board of Directors to the
other holders of common stock at it> hook
value as determined by the last preceding
inventory.
=. This Corporation shall he a going
'pll''l as SooI dN I'VE hundred thOu "a a
NJoOOOOOuD dollars of the cauitoI storL
Shhll have been subscribed for which shall
he paid for either in cash. or property ne.
tuaily received by the Corporation in ac-
cOrdahc" with law: and in payment of an
or any portion of said stock this CORPORA.
iloh Is authorized to acquire and take over
any business or businesses through it,
Board Of Directors. who shall have fuII
power and authority to issue all stock a,
they shall determine.
TO- The capital stock of this Cornor,-
ton may he increased to two lriIIinu
'N-Woo'uoo) dollars, that is. the preferred
stock may he increased to five hundred
thousand tSjOO.OOO.OOl dollars. and the com
mon stock may Ice increased to one million
I'VE hundred thousand Isl 800 Goo dollars.
ARTICLE N-All the powers of thi>
Corporation shall be vested i'm and ever
CiSod by. and its business and affairs shall
be managed by a Board OF Directors of NOT
less than three CD nor more than seven
"a directors. each of whom shall own at
least one share of common stock in his own
name. Said Directors shall bc elected by
the stockholders entitled to the voting
power ut the annual meeting which shall
be held on the first Monday of June. q,
tach year. The first annual meeting shall!
be held on the first Monday of June 1921
uhtli Whlch time the Officers and directors
named IN this charter shall continue to act
and until their successors are elected and
qualified. should the stockholders elect
less than seven "a directors. the Directors
may elect the additional number up To
.. All Vacancies in the Board of Dirpc-
tors shall be filled by the remaining Iii
rectorS. Any Director may be represented
at any meeting of the Board by any other
stakeholder by proxy.
3. Immediately after, or as soon as prac-
ticable after their own election, the Direr-
tors shall elect a President Trea Surer -
Vice President. and Secretary, and may
elect such other Vice Presidents or other
officers as they desire.
4. The office OF the Treasurer may N
ha Al ann tod
President. and united to that of the Vice
President or Secretary, or established ~
a separate office.
,. The failure to hold the annual meet
ing to elect Directors shall not affect this
Corporation nor impair its management in
any respect, but the Directors and Officers
shall continue in office until their success
sOrS are elected. The Board of Directors
shall have the authority to determine the
extent of the power and fix the duties o.
all officers.
q. The first Board of Directors and off
GERS of this Corporation and their post
office address are as follows:
Alfred J. krower, Ill Exchange Place.
New Orleans, La. President Treasurer.
Ave. New Orleans, La, Vice President.
MyrOn NJ. Goldman, 213 Whitney Central
Bldg, New Orleans, La, Secretary.
Z. At all meetings of the Board of hi
rectOrs the President shall have the right
to vote upon any and all matters that may
come before the meeting, and in addition
shall have the deciding vote in case of
tie.
8. The Board of Directors may make.
amend or repeal all bylaws for the regu-
latiOn of the Corporation.
ARTICLE VII. This act of incorpOr-
alton may be modified. changed or altered.
or said Corporation may be dissolved with
the assent of two-thirds e. ~ of the capt
tai stock outstanding at Il meeting of the
and after C5) days written notice has been
delivered in person or given by letter
mailed to the last known address of each
stakeholder. The said notice may be
waived by the unanimous consent of the
kholders.
3 The capital stock of this Corporation
may be increased or reduced in accordance
with the provisions of the law in such cases
3. In case of the dissolution of the Cor
poration its affairs shall be liquidated by
one or more liquidators elected by ma
jOrity vote of the stockholders, with such
NAV determine.
ARTICLE VII. NO stakeholder shall
ever be liable for the faults or contracts
Of this Corporation in any further sum
than the unpaid balance due to the cor
poration on the shares subscribed by him.
nor shall any mere infOrmality have the
effect of rendering this charter null or
any stakeholder to any liability
beyond any unpaid balance due on hi:
stock.
ARTICLE yIII.-There is annexed TO
read in connection Herewith. an accurate.
detailed, and itemized description of the
property as to amount, location, extent. |
character and state of improvement. to- |
gether with the statement. of its value as
appraised by its Directors. transferred TO
he Corporation in payment of the sub |
scriptions to the capital stock of said
Corporation. |
ARTICLE IX.-The subscribers hereto |
have respectively written opposite their |
names the amount of stock subscribed by |
hem I'm this Corporation, so that this Act |
If Incorporation may also serve as the |
original subscription list of the Corpora |
ion, and they have stated their pOstoffice |
addresses, so as to conform with Act 261 |
If 1914. of the General Assembly Of the |
state of Louisiana. |
Thus done and passed in my office in |
he City of New Orleans, State of Lou
siana, on the day, month and year first |
IbOve written, in the presence of James |
VI. Dillon and J. Val YESTERDAYS. compe |
ent witnesses, of the full age of majority |
esiding in this city, who have hereuntO |
fgned their names with said appearers and |
ne, Notary. after due reading of the whole
(Origipal signed)
Alfred j. KrOwer, Ill Exchange Place,
Sew Orleans, La, 1882 shares common.
Rose l.. KrOwer, 1920 st. Charles Ave.
Few Orleans, La, 1900 shares preferred,
g2g shares common.
Myron VI. Goldman, PA Whitney Central
;ldg., New Orleans, La, 10 shares common.
Witnesses:
]. NJ. Dillon. ]. Val YESTERDAYS.
(SeaD CHARLES ROSEN.
Notary Public.
I, the undersigned Recorder of Mort
ages. in and for the Parish of Orleans.
he Act of Incorporation of the Leonard
rover < Som Inc WAS this day dull |