The herald., 1921-12-22
CHARTER.

pleasure; to purchase, IeaSe, hOIu' a.
page. pIedge. sell or transfer under It's
corporate name all property Of every klnu,
real or personal; to make ana ehuoIse
hills of exchange and promlSsOry notes
and to issue bonds, to make an e.v,orat.
rules and regulations for its corporate
management and control, and 10 ENJOY
all the rights. privileges ana INN HI III,
which are now conferred upon or may
hereafter be granted to Corporations VI
the same kind and character.
ARTICLE All citation and other legal
nrocesS shall be served upon the presi-
dent or in his absence or inaDlllty 10 att
upOn the secretary or treasurer. .
ARTICLE 3.-1ne objects ana purposes
for which this corporation Is orSahEeu
aud the nature OF the business 10 De
carried ON BY il are declared 10 nc
manufacture and deal H. DOtn as pm,
clpl. and agent, marine, saWmlll ana ram
road supplies AMI equipment ,lhciuulHs
bar iron steel rails, tackle and appH-
auccs to manufacture, buy ana sen an
| Kinds OF steel and iron, structural Shapes
ana forms and TO install ana repair same
: 10 import, export and deal III the IOre-
| going and in general merchandise OF an
/ Kinds for its own account ana on com
| MISSION both at wholesale and retail ana
! 10 that end to buy, sell, lease, charter
and hire vessels or other method OF trans
| pOrtation i'll connection with It's business
and to carry out the requirements anu an
needs Of same by any means appropriate
! and convenient; to enter into All con-
/ tracts agreements or engagements; or
incur any obligations connected Win or
! appertaining to said business; 10 own
/ STOCK in other corporations and 10 vote
! the same; TO establish branches or
agencies at any place or places that tns
| Board of Directors deem desirable anu
| ut the option Of the Board 10 carry on
any part OF its business and exercise
/ any part of its powers in other states
of the Union or in foreign countries.
ARTICLE 4-The capital stock of this
corporation is hereby fixed at the sum
l,.g. md
| divided into and represented by one
! hundred and fifty shares of the par value
| of one Hundred ($1OOOO) Dollars each, al
Of which shall be Common STOCK. me
| amount of capital stock may be increased
10 Twenty five Thousand S25,OOO.OOl
{ Dollars by a vote Of two-thirds OF an
outstanding stock and according TO the
laws of the State of Louisiana. All stock
shall he issued for cash or its equivalent
| or may be issued at not less than par 1or
payment for property actually purchased OF
for services actually rendered the corpora
ton, or the same may be issued fulIy
paid for money advanced or for such other
valuable consideration or services as tnt
Board of doctors may determine. The
corporation shall begin TO DO business
when fifty per cent of the capital stocs
has been subscribed for and fifty pei
cent. of this subscribed capital paid anG
the remainder of the capital stock shal
be issued at such times and upon sucr
terms and conditions as the Board o.
Directors shall determine, subject TO lega
requirements All stock shall be fully
paid and worcestershire and no transfer
of stock shall be binding upon the Com
pany unless recorded upon the Company
books
No shareholder of the Company shall a
any time offer for sale or sell his stool
either privately or in the open marke
: without having previously offered sait
stock at its book value TO the other stock
holders of this Company by means Of ;
, written communication addressed to TIL
ranking officer of the Company presen
in the City of New Orleans at the time
Such ranking officer, upon receipt o
such communication. shall within nv
days Of the date of such offer mail
written notice addressed to each stock
holder Of the Company at his last know
, | address. stating the number of shares s.
, offered and the price thereof. Failure
! any stakeholder to reply within ten day
of the date of said communication, shal
be considered as a refusal on his par
; to purchase any of the stock so offered
should the number of shares which tn
various stockholders. in reply to SAT-
exceed the number of shares offered. sue
offered shares shall be distributed to tn
prospective purchasers in such proportion
as the Board of Directors deem best. Fac
share of stock shall entitle the owne
hereof to cast one vote either in person o
by proxy at all stockholders meetings
The parties hereto declare that they hav
subscribed for the number of shares o
the capital stock OF this corporation Sc
: opposite their respective names, so tina
/, this Act of Incorporation shall serve as a
original subscription.
Federico s. Aguilar. a subscriber (
, seventy-two shares of the corporate stock
l has transferred. conveyed and delivere
TO the corporation in full payment an
1 liquidation of sixty-four shares of his sub
: scription. certain of his interest in his ex
e listing business at 305 Queen & Crescen
e Building, Camp and hatcher Alley, Ne'
Orleans. Louisiana. including furnitur
= and fixtures, warehouse equipment, auto
mobiles. merchandise on hand, cash o
hand and accounts receivable. as show
in the statement filed herewith. giving
/ detailed and itemized description, ia
. gether with the value thereof as ap
$ praised by the Directors of this corpora
! ton.
ARTICLE 5.-The business and affair
|, of this corporation shall be managed an
= conducted by Board of three director:
5 who shall all be stockholders. TIL
poration present at any meeting in pei
son or by proxy shall constitute a quorum
and a majority vote Of those present i
questions voted upon Said directors sha
be elected annually from among I'll
stockholders on the Twelfth day of Noven
l. Der of each year, unless the same sha
he legal holiday, when the election sha
be held on the next legal day thereafte
beginning on the Twelfth of Novembe
a 1922, and after fifteen days prior write
(, | NOTICE having Deen malled 10 eacn StOck
T. holder of record to his last know
D. address. The voting shall be by ballt
and each stakeholder shall be entitled I
u cast one vote for each share held by hi
which has been standing in his name o
the books of the corporation for at lea.
:. ten days prior to the date of the election
majority of the entire stock issued an
= outstanding voted at such election sha
r. elect. Immediately after the election
said Board of Directors and the adjourn
ment of the stockholders meeting II
: newly elected Board of Directors sha
" elect from among their number the o
s ficers of this corporation. who shall
r president, a secretary and a treasure
d The offices of secretary and treasurer ma
e be held by the same person.
I The failure to elect Directors or O
= Ulcers as herein provided for shall n
:, result in the dissolution Of the corpor
u ton, but the then Board Of Directors ar
u officers shall hold their respective offic
: until their successors are duly elected ar
: qualified.
i Special meetings of the shareholders ms
:. be held when ordered by the Board
% Directors and must be held upon Il
= request of not less then twenty five D
:, cent. of the outstanding stock after fiftet
- days written notice to each stockhold
stating the object or objects of said NEE
;, ing. ANY vacancy occurring on al
y Board of Directors shall be filled by Il
- remaining members of said Board for ii
uneXpired term at a meeting called +
a that purpose after ten days prior writ,
y; notice, the director or directors so elect,
= to hold office until the next annual stoc
u holders meeting, but should Ii be In
possible for any cause for any vacan,