The herald., 1920-11-04
CHARTER


ence Of the witnesses hereinafter named
and undersigned; personally came and APP
peared the several persons whose names
are hereunto subscribed, all above the ful
age of majority, who severally declared.
that, availing themselves of the laws OF
the State of Louisiana, and especially the
laws relative TO the organization of cor
porations. they have covenanted and
agreed to bind, form and constitute them
selves, as well as all such other persons
as may hereafter join or become associated
with them, into a corporation and body
polite in law, for the objects and purposes
and under the articles, agreements and
stipulationS following. tO-wit:
ARTICLE 1.-The name, style and title
Of this corporation shall be Atlantic Paint
Company, Inc. and, under that name II
shall have and enjoy all the rights. ad-
vantages and privileges granted by law
to corporations, and shall exist for the full
term and period of ninety nine years from
this day. Ii shall have power to contract,
sue and be sued; to make and use cor
pOrate seal, and the same 10 alter and
break at pleasure; to hold, receive, lease,
purchase, sell and convey, as well as mort
gage. hypOtheCate and pledge properly,
real. personal and mixed. corporeal ana
inCorporeal; to name and appoint such
managers. directors, officers, agents and
other employees as its interest and con
venienCe may require. and TO make and
establish, as wei as alter and amend from
time to time, such bylaws, rules and rcgu-
lations as may be necessary and eNpedient
for the proper management and govern
ment of the affairs of said corporation.
ARTICLE 1.-THE dOmicile Of this cor
poration is hereby fixed in the City q.
New Orleans, State of Louisiana, and all
citations or other legal process shall be
served upon the President OF said corpora
ton or. in his absence upon its secretary
ARTICLE IIl.-The objects and pur-
poses of this corporation and the nature
of the business TO be carried on by II are
hereby declared TO be:
!. To carry on the business Of and "a
manufacture purchase and sell paints
VarnisheS. oils filters, stains, cement stains
and COatingS putty. glass and other sup
plies for painters, including marine paints
=. To manufacture, purchase and sell
papCr and roofing of all description, and
| any and all chemicals of all kinds. and u
acquire letters patent and Licenses there
/ fore and formulas or recipes Tor the manu-
| facture of paints, yarniSheS' oils, hllrrs
| stains. cOlOrS, enamelS. waterproof coat
/ ings and compounds. mortar and cement
stains and COatingS, putty, glass and Other
supplies for painters, including marine
paints. and TO do any and all things and
| transact any and all business which shal
| or may be or become incidental to or aris'
out of or be connected with such manu-
| featuring business. or any part thereof &c
| the fullest extent that the same shall b'
or become allowable or authorized under
| any statute applicable thereto, now OF
hereafter to be enforced.
| Generally TO do all and everything neces
I SHrN. suitable, convenient UT BIbbFl lbl
| the accomplishment of any of the purpose
or of any one of the objects herein emu
merated or incidental TO the powers here
| in named or which shall ut any time ap
| pear conductive or eXpedient TO the pro
lection or benefit of the corporation, eithel
as holders or, or interested in any prop
erty or otherwise, with all powers now
| or hereafter conferred by the laws OF th'
State of Louisiana upon corporations or
! ganiZed under the Act herein referred to
| This corporation shall have the powe
| to conduct its business in all of its branch
Is in any of the states, Territories o.
possessions of the United States. as wei
as in foreign countries, and may have
one or more Offices outside of the State o
| Louisiana.
| ARTICLE IV.-The authorized capita
| stock of this corporation is hereby 1iNeC
at the sum of twenty-SiN thousand tS-6.
OOO.OO) dollars, represented by three thOus
and, five hundred shares, which said capt
| tai stock shall be divided follows
| Twenty-Five thousand dollars consisting o
twenty five hundred shares of the par yalu
of ten $1,000 dollars per share shall b
| preferred stock, and one thousand dollars
| consisting of one thousand shares of tn
par value of one dollar per share, shall b
| common stock. Said preferred stock shall
be entitled to preference and priority owe
/ all common stock, to dividends III each AM
every year at the rate of eight per cen
| per annum, payable out of the protts o.
earned surplus annually on the first da,
of January of each year, as declared T.
the Board of Directors. said dividend
shall be cumulative and shall be limitet
to eight per cent per annum, and no divi
dends shall be paid on, or set aside for
the common stock until all the dividend
| on the preferred stock shall have bee
fully paid. Said preferred stock shall hay
no voting power.
4 In the event of the dissolution or liqui
dation of the corporation, and in any dis
tribution of the assets of said corporatio
among the stockholders, the par value
| oil no nrafprrad stock legally issued an
outstanding shall be paid to the holder
thereof, in full, with all unpaid dividends
before any payment shall be made TO tn
holders of the common stock.
The Board of Directors may, ut any time
out of the profits or earned surplus OF sal
corporation, retire all or any portion o
said preferred stock on giving TO the reg
istered holder or holders thereof thlrt
DAYS written notice by registered mail {
the last address given to the corporate
(which notice and delay may be waive
by any such stockholderl, upon pay
ment to the holders OF said stock SO re
tired, the par value thereof, plus ten pc
| cent, together with all accumulated an
nual dividends to the agreed dividend
provided in this charter, up to the date q
the redemption of said stock, after whic
the dividends on said stock shall cease
said redemption to be pro-rated accord
ing to the outstanding stock. No preferre
stock, however, shall be retired until tn
lexpiration of two years from the dat
hereof No dividends will be paid on tn
common stock until all of the preferre
stock has been retired.
In the event of the dissolution or liQui
dation Of the corporation after the pay
ment of the debts of the corporation an
the payment in full of the par value of
the preferred stock legally issued and oui
standing, together with all accumulate
and unpaid dividends thereon, the entir
remainder of said assets or said corpora
ton shall be divided among the holders q
the common stock, legally issued and ou
standing. in proportion to their respeC
tive holdings.
All voting power Of the corporation sha
be vested exclusively in the common stOc
at all elections of directors or other meet
lings of the stockholders, except on ques
tons relating to the modification, chang
ing or alteration of this charter, or nqu
dation or dissolution Of this corporation
in which cases the preferred stock sha
have a like voting power as the commo
stock, that is, one vote for each share {
stock.
passed which shall impair the rights {
the preferred stockholders as hereinaboy
provided.
No stakeholder shall have the right
sell or otherwise dispose of his commo
stock in this corporation to any perso
first offering IL in writing for thirty day
through the Board of Directors, to III
other holders of common stock. at II
book value, as determined by the last pre-
ceding inventory.
| ARTICLE v.-This corporation shall b
capital stock has been subscribed 70
which shall be paid for in cash or IL
equivalent.
ARTICLE yI.-The capital stock of thi
corporation may be increased to fifty-si
thousand 1856, 100000 dollars. that is. II