The herald., 1920-10-28
CHARTER.

/
deemable any time after one Cd year, AT
/ the discretion of the Board Of Directors.
said redemption to be made At par with
accrued dividends.
The capital stock Of this corporation
may, at any time, Ivy compliance with Law.
he Increased TO IN" sum Of one hundred
thousand t$l0U GOoOOl dollars by the is
suance of both additional preferred and
common stock. as the stockholders and
Board OF Directors may designate in
amending these articles.
ARTICLE lN.-The Powers OK this cor
poration arr hereby declared 10 Toe.
To invest its BOARD of Directors with al.
corporate powers subject 10 such rrstrlr-
tiOuS as shall be- named ia the charter
10 have succession under its corporate
name tor period OF ninety nine years
from and after the date OF This act. to sue
ard BE- sued IN its corporate name in any
court "f competent jurisdiction, 10 make
and Use common seal and alter the
same At its pleasure, 10 acquire property
by grant gift, purchase and devise or
UequcSt, TO lease hold and dispose Of
ana to mortgage and pledge The same all
subject To such limitations as may be pre-
syrIurd 10y law, 10 appoint such officers
and agents as the business Of the cor
Poratlun may require, and to ~ their
compensation, having due regard to the
nature character and value OF their sery
ices, to make by laws not inconsistent
with any existing law. fixing or altering
the management of the property, the rrgu-
ldtiOn aud government OF its affairs and
the manner Of the CertinCatiOn and regis
tTatiOu OF its stock, 10 wind up and dis
solve itself. or TO be wound up and dis
solved IN the manner prescribed by laW
TO conduct business il this state. other
states, the Federal District, territories and
foreign countries TO hold stock in other
corporations, the capital stock Of one cor
pUTatlOn may BE- Issued for Ga pital stock
In other corporations, provided, however.
that 10 corporation shall be permitted to
vote more than ten per cent. OF the capital
stock OF any other corporation, aud when
ever given Per cent. Of the capital stock
* required for any purpose such per
cent shall be- calculated on the total
amount Of outstanding stock entitled to
vote, and especially to have all the pow
RS and privileges directly or by lmpiIya-
ton conferred upon corporations OF this
character 10y the laws Of this state. IS we'll
as such powers and benefits as are con
frrrvd upon corporations by other states,
Federal district, territories and posses
siOnS of the United States and foreign
countries, when doing business therein
and which are not iuImiyable 10 the laws
Of Louisiana.
ARTICLE V.-AIl Of the corporate DOW
erS and the management of the business
of the corporation shall be vested and
Is hereby vested in a Board of Directors.
which shall consist OF a minimum number
of five to-. and q maximum number OF nine
90 stockholders, each Of whom shall hold
in his right at least one share of IN
pledged stock Of this corporation during
the tenure Of office. With the exception
Of the Board hereinafter especially named
the directors shall be elected at the an
uual meeting of the stockholders by a
cumulative vote Of all the bona fidc stock
represented NJ such meeting by person
or by legal written PROXY. and such III
reCtUrS, when legally elected and qualified.
shall hold office for one year, or until
their successors are legally elected and
qualified.
The nrst annual meeting Of the stock
ba hald
day in January, 1921, in the domiciliary
office of the corporation. and the sub
sequent annual meetings shall be held on
the corresponding day in their respective
years, written notice Of which meetings
shall be delivered to each stakeholder
either in person or by deposit of same in
the post office, at least fifteen 80 days
prior TO such meeting, addressed to their
last known address or place of residence;
or. as provided by Section 10 of Act No.
267 of 1914. and the laws relative thereto.
II from any cause such annual meetings
are not held on the day as above specified
or any stockholders meeting is considered
necessary. then the meeting for the cleo
ton of directors or other business peCu-
liarly belonging to the stockholders. may
be held in the manner and upon due notice
given each stakeholder as provided by
Section 10, Act 267 of 1914
Immediately after their election by the
stockholders, the Board of Directors shall
elect from their own number a President,
urer, but the office of Treasurer may be
with another orice in one per
son.
The first Board of Directors shall con
sist of: DIR. Herman A. Bennett, Frank W.
Ole NJ. Anderson. John A. Lea
them, John Wagner, any five (5) of which |
shall constitute quorum for the pur- |
pose of transacting business, at the regu !
lar monthly meetings of the said Board |
of Directors to be held at the Office of said |
company on the second Monday of each |
month hereafter, by due notice to each |
Director, as required by law, or to trans |
meetings Of said Board, the above named |
Directors to hold Office until the first an |
nual meeting of the stockholders as here |
in provided, or until their successors are |
legally elected and qualified. The said |
Board OF Directors shall hold it's first an
nual meeting for the election of officers |
for the ensuing year on the second Mon
day in January, 1921, and annually for |
day in SUGGESTING years, notice of which |
shall be given in accordance with law, |
said meetings to be held at an hour sub
to the annual meetings of stock
FOLDERS held for the election of the Board |
Of Directors. Special meetings of said |
Board may be called and held as provided |
In the bylaws.
The following shall serve as officers I'M
til the first annual meeting OF the Board |
Of Directors to be held in accordance heTe-
with, or until their successors shall have
been elected and qualified. to-wit: DR..
Herman 4. Bennett shall be President; |
Frank W. Harvey shall be Vice President,
and Ole NJ. Anderson shall be Secretary
Treasurer.
The Board of Directors shall have
such powers as are given them by law,
the provisions of this Charter, the by |
laws of the corporation, especially as to |
appointments, management, filling OF va |
rancies. calling and holding special meet |
ings. and matters of like character, is /
Suance of redemption OF stock, both pre- |
ferred and common, etc.
ARTICLE VI.-This corporation may. at |
q meeting of the stockholders, duly called |
for that purpose after notice to all stock |
holders as required by Section 10, Act |
367 of 1914, or by written waiver of such |
notice and delays of all stockholders, |
amend its articles of incorporation by a |
vote of two-thirds of all its stock out |
in any manner conformable TO |
law. including increase or decrease OS |
capital stock, subject to such limitations
thereon as may be imposed by law.
The dissolution and liquidation Of the |
corporation and the corporate affairs, |
when voluntary, shall be conducted in the |
manner and by the methods provided By |
Act 267 of 1914 or such other methods |
as shall be provided by law existing at the |
time such proposed dissolution and liqui- |
datiOn shall occur.
ARTICLE Vino stakeholder of this |
corporation shall ever be held liable or |
responsible for the contracts or faults of |
his corporation in any further sum than |
the unpaid balance on the stock for which |
he has subscribed: and no informalities |
in the organization of this corporation |
shall have the effect of rendering this |
charter null.
ARTICLE vIII-The subscribers to the
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