The herald., 1920-08-05
AMENDMENT TO SILICA BRICK COM
PANY, INC.

I nlttO states or America, state OF Lou
isiana. Parish of Orleans. he 1t known
that on this 2nd day of the Month of July
in the year Of our Lord one thousand nIut
hundred and twenty, and Of the hide
pendenCe of the United States Of America
the one hundred and fOrty-fOurth, before
me. Watts h. LCverich, a Notary Public
duly commissioned and qualified, in and
for the Parish of Orleans. therein residing
and in the presence of the witnesses here
matter named and undersigned. personally
came and appeared Charles BaCharaCh and
John ". Phillips both residents of the
City of New Orleans. State of Louisiana,
and both of age, herein appearing III their
respective capacities, as Chairman and
Secretary of Il meeting of the stockholders
OF the Silica Brick Company, Inc, Ca
corporation organized by act before Fred
erick Adolph. Notary Public of the Par
iSh Of Orleans. on the 18th day of Decem-
Der, 1918. recorded in the mortgage office
for the Parish of orleans, In Book l222
folio 6ND held on the 24th day of June
1920. at the domicile of the Company in
the City of New Orleans, pursuant 10 the
call of the Board of Directors and unau-
imous consent of all the stockholders.
Who declared that at the said meeting
Of the stockholders of the said Silica Brick
Company. Inc. held on the oath day o,
June. 1920. as appears from the certified
copy of the Minutes Of said meeting, here
TO annexed and made part hereof. ii was
unanimously voted by the entire Outstand-
ing capital stock of said Company "a
amend Articles l, ", vi and VII of the
charter of said Company, so that the same
should hereafter read and be as follows
tO-wit:
ARTICLE 1.-The name OF this corpor-
alton shall be American Brick Company
Inc. and under such name il shall have
power and authority to contract, sue and
be sued; to make use of corporate s"i
and the same to alter and break at Dlea
sure; to hold, receive. have. buy, purchase
ALLEVIATE. convey, sell. mortgage, pledge
hypOthecate, rent or lease property, real
personal or mixed, to name and appoint
such officers, directors, agents and EN-
plOyes as the interest and convenience
said corporation may require; to make
and establish such bylaws, rules and reg
ulations for the proper management of its
affairs as may be deemed necessary and
proper and the same to alter and change
at pleasure; and generally to have such
powers and rights as are permitted under
the law and as are necessarily incidental
or convenient for carrying out the Obliga-
tons and purposes of said corporation as
herein established.
ARTICLE 1.-The authorized capital
stock of this corporation is hereby fixed
at Fifty Thousand Dollars (SJO.OO0O OD OF
common stock, divided into Five Hundred
tJOOl shares of the par value of One Hun
dred $lO0.OOl Dollars each. and Fifty
Thousand Dollars C$!O.0OO.OOJ of preferred
stock, likewise divided into Five Hun
bred C5O0) shares of the par value of One
Hundred Dollars (S1O0O0 each. Each
class of said stock may be increased to
W. Thousand lDOllaFS
$3.50, 0OOO0). The holders of the preferred
stock shall be entitled to receive by pref
creme aud priority over the common stock
dividends, at the rate of Ten (10) per cent
per annum, cumulative from and after
July !. 1920, payable semi-annually on the
first day of January and July of each year
before any dividend is paid upon the com
mon stock. Should the net profits for
any year be insufficient to pay said pre-
ferred dividend or any part thereof any
unpaid portion shall become a charge
against the net profits of the Company
and shall be paid in full out of said mel
the common stock. After the payment of
all accrued dividends upon the preferred
stock. the common stock shall be entitled
to dividends at the rate Of Ten uO) pc
such dividends at such rate to the common
stock. the surplus earnings of the company
available for dividends shall be distributed
equally among the preferred stock and the
common stock, all stockholders sharint
alike. In the event of liquidation or dis
solution of the Company or distribution
OF its assets, the preferred stock shall be
paid in full by preference and priority
over the common stock up to its capital or
par value plus accrued and unpaid divi.
dends, II any, at the rate of ten 1O) per
cent per annum, before any amount shall
be distributed among the owners of IN,
common stock Should there he any
surplus then remaining the same shall
be first applied to the common stock up "a
us capital or par value, plus dividends at
the rate of ten 00) per cent Der annum
and should there then remain any fnr'
ther surplus, the same shall be divided
among all the stockholders, preferred and
common. share and share alike
Both preferred and common stock shall
vote upon an eqality, each holder of
share of stock. whether preferred or com
mon. to have one vote
ARTICLE 6.-All the corporate pow
ers or this corporation shall be vested in
and exercised by Board of Directors tc
De composed OF not less than five or more
than nine Directors. The number of hi
rectors shall be determined at the annual
meeting OF the stockholders but NAV n
changed at any special meeting Of the
stockholders, properly convened for that
purpose; A majority of the directors
1 III shan constitute quorum for tn
tween meetings of the Board of Directors
All the powers OF the corporation may bf
vested in and exercised by an execute
8 htee or not less than three or NOR,
than five directors, to be appointed by IN,
Board of Directors.
The following named stockholders shall
conStltute the Directors of the Company
unIii tnelr successors are elected and quail
,,,,ied; Frank Bowers. D'Hemecourt and s.
, MuTat Streets, New Orleans; William Groh
- Hemecourt and S. Murat Streets. New
orleans; John w. Phillips, 2o6 Camn
street: New Orleans; Charles Bacharach
VII So' E Sharles Avenue. New Orleans
Dew orleans; Otto Schwartz. Whitney
building. New Orleans: f.. Newton Kaarny
az % south Peters Street, New Orleans
S sci =: carmichael. OF the foregoing Otto
Bacharach. Vice President, and Jobn W.
Phillips; Secretary and Treasurer, W.
ARTICLE FlI.-The Directors and off
I'M th nerenn named shall serve un-
a on the first wednes
t gay In December, 1920 or until
their successors are elected and quail
holders ne ne annual nm meeting Of the stock
s sIaIsacuon OF general business shall ht
heid on the first Wednesday in December
. or each year. Due notice of ali stock.
eripe The n ssn snail be given by deliv-
ueposltlng it In the postoffice addressa1
20 each stakeholder at his, or her. las
: S I postoffice address, or If none no
known. then to General Delivery. at NJ"
orleans. Louisiana at least fifteen 49, 49,
before the date of such meeting T%Sor
ERECTION for Directors, as on ali other me-
Us vi each share of the outstanding stock
'itIed 70 peierren or common, shall be en-
~ n'is ~ 70 one vote. Any vacancy occurrinr
~ tne Board of Directors shall no fiIIad
ny the remaining Directors. even thouoI
40 quorum then remains unless and mil
I'M 1ba Oh the stockholders is held TO
III the vacancy or vacancies Ar anv
Meeting OF the Board of Directors on!
lrector absent from the meeting NAV ~
,ePresented by any other Director. who
' ro SnsI tne Soe OF the absent Director
10 the written directions. either
General or special, Of the said absent III
ector. Inc Board Of Directors shall eIsct
rom their number a President and a Va
M nn. ana they shall likewise elect |
~ 'ut .ot necessarily from their number n |
,,ecretary and a Treasurer who NAV
ne same individually and such other Off
ers ana such committees as the Roard
ave roNrn a necessary. The Board shall |