The herald., 1921-07-14
CHARTER.

The capital stock of the Corporation
! NAV he Increased to Two Hundred anu
! Fifty Thousand Dollars (S2oOOOOVo)'
Each share of stock shall entitle the
| owner thereof in person or by pToAy, -
| east one vote for each share dI an A
ings of stockholders.
ARTICLE B. No stakeholder shall sen
| or dispose of any of the STOCK Oh 'ni I
| Corporation without hrst having Ghotd
the same for sale to the other s oaeiSant
ers NV n letter addressed to the Preslden'
| or 70 the Board of Directors OF the CorpOr
alton. naming therein the lowest pToposeu
price of said stock and the proposed terin'
of sale: After thirty Gays III IRON the failure
of the stockholders, or any OF tneill, ~
purchase the said stock upon the propI Us
terms of sale the owner of the STOCK sn IAN
then be at liberty to sell such stoch Ia
moi less than the said proposed price anu
unon the said proposed terms. rms rule
Shall apply to each specific sale, or pro-
posed sale of stock.
should any stakeholder pledge any ol
his stock he shall Immediately notly Tue
ramaininr Stockholders of the Corporation
i'm writing. through letter addressed 10
the President or the Board OF DIRE III -
as in the aforesaid case of propOseu slIe
of stock of the fact of such pledge, 70
gether with the name and address OF the
pledgee and shall accompany such NOUN
cation with a copy OF the act or ms ~
ment, of pledge; and before, or upon -, .ne
ton for which his stock STANDS pleuseu;
the stockholders of the Corporation sna ai
be entitled to take up such pledSors opn-
CATION, and they shall De therepy sPt Ia;,,niI
subrogated to the rights OF the origlhdi
nIedgee or any subsequent Pledge in all
particulars. - co-o
ton are accorded either the right OF pur-
chasing a shareholders stock, or OF taxing
mn his pledge obligation, as herelnaDoNe
set forth, such right shall deyolve upon
the said stockholders, hrst, IN the propor
tion of their individual holdings Oh stoCA,
and. then. ratably among the remaining
Il stockholders, should any particular STOCK,
holder not elect to exercise his right, anu
so on until the right shall remain IN one
stakeholder if all other stockholders
should decide not to exercise the rlght:
The Corporation shall make no transfer
of stock where the provisions OF the tore-
piled with and the Corporation shall also
be entitled to demand and shall SO de-
mand, of both the seller and the purchaser
of stock in all cases, before making a
transfer of such stock upon the BOOKS OF
the Corporation, an affidavit as 10 tne
amount truly paid for the stock, ana iacts
showing the entire bona hdes OF the Trans
action.
shall be transferable only upon the books
of the Corporation. and no transfer of.any
| stock shall be binding, or have an eject
upon the Corporation, unless, ana until
all shares Of stock shall be retained 'by
this Corporation on the stock or any
shareholder for any indebtedness, secured
, or unsecured, however evidenced or
created. due at any time to the Corpora
, ton by the holder of stock. and no trans
, fer of stock shall be made in contraventlon
. of these conditions hereinbefore set forth'
, ARTICLE 6. All the corporate powers
of said Corporation shall be vested III anu
exercised by Board of Directors com
posed of at least three (3) stockholders,
to be elected at an annual meeting OF
stockholders, to be held on the First tist)
. Monday in June of each year. All cleo
tions shall be held under such rules, regu-
lations as may be determined by Board
| of Directors. The directors thus elected
shall continue in office until their success,
= | sors shall have been duly elected and
qualihed No failure to hold an election,
either of directors officers, shall be re-
| garded as a forfeiture of this Charter. ANY
| vacancy occurring on said Board or d.
rectors shall be filled by the remaining
, directors; the number of directors may be
increased to not more than seven 90 d.
rectors. at the discretion OF the Board or
Directors. Said Board of Directors shall
|. likewise elect the additional members of
said board in case they should determine
TO increase the number of the Board of
Directors, as herein provided. Said Board
of Directors shall have the right and
power to appoint and dismiss such clerks,
| assistants and other employees of the Cor
pOration, as conditions may justify, or the
business may require. and the tenure of
Office of all such managers, clerks, assist
ants. and other employees of this Cor
poration shall be during the pleasure of
the Board of Directors.
| ARTICLE z. The first Board of Di-
rector shall consist of the following
directors: Frank b. Sullivan. John p. Sui
Ivan, Sylvan kronheim, and the first
officers of said Corporation shall be Frank
Il. Sullivan as President, John =. Sullivan
AS Vice-President, and Sylvan Kronheim as
Secretary Treasurer, who shall serve as
such until the First Qst) Monday in June,
1922 or until their successors are duly
ARTICLE S. No stakeholder shall ever
. be liable or responsible for the indebted
ness, faults defaults of this Corpora
ton. nor shall any mere informally in rhe
organization Of the Corporation have any
effect of rendering the Charter null, or of
! exposing the stockholders to any liability
beyond the unpaid balance, If any on his
stock subscription.
ARTICLE 8. Stockholders meeting for
the election of directors shall be held at
the domicile of the Corporation after if
Il teen Q5) days notice in writing to each
stakeholder shall have been given by de-.
posting said notice in the United States
: postoffice.
! ARTICLE 10. Whenever this Corpora
J for any other cause, its affairs shall be
liquidated by the Board of Directors, who
are hereby vested with full power to sell
any and all assets of the Corporation,
separately OF III Dulk, anu 10 con-
vey full and complete title thereto, and
who shall have full power and to do and
! perform all acts necessary and proper
fully and completely to liquidate the
affairs and to distribute the proceeds, if
any, among the stockholders of this Cor
poratiOn, in accordance with the proper
tionate number of shares held by each
stakeholder.
ARTICLE IL. This Act of Incorporation
may be amended. altered, or this Corpora
ton may be dissolved by a vote Of two
thirds q - of the shares of the total
amount of stock issued at a meeting con-
vened for that purpose after fifteen Q5)
days notice in writing, mailed to the last
known address of each stakeholder.
Thus done and passed, at my Notarial
Office, in this city of New Orleans, State
of Louisiana, on the day, month and year
above written. in the presence Of Myles F.
Byrns and NJ. r. Newhauser competent
witnesses, who have hereunto signed their
names, together with the appearer and me,
Notary, after due reading of the whole.
DAVID SESSLER
Notary Public.
June 30-Aug. 4.
AMENDED CHARTER