The herald., 1921-10-20
CHARTER.
CHARTER OF MORHAN-AvENGo. INC.

OF MORHAN-AyENGO. INC.
United States of America, state of
/. ouisiana. Parish of Orleans. Re it known
that on this twelfth day OF the month OF
October in the year OF our LOru' one
thousand nine hundred and twenty-on"
and of the Independence Of the United
states of America. the one hundred and
forty fifth, Before me. Leslie ration
Beard notary public in and Tor IN"
Parish of Orleans. state OF LoulNlaha.
therein residing and in the presence OF
the witnesses whose names are hcrrunto
subscribed. personally came and appeared
tn, several persons who's" names are mere
unto subscribed. who declared that avail
ing themselves Of the provisions OF the
Laws of the state Of Louisiana, relaliNe
to the organization and formation Of cor
poratiunS. and more particularly o. Act
No 2GT of the General Assembly Ot the
STATE of Louisiana for the year 1914, they
hav" COyenaHtrd and agreed and they do
by these present hereby covenant, agree,
bind and obligate themselves. As wei as
such other persons as may hereafter
become associated with them. TO form ana
constitute corporation aud body roitr
in Law for the objects and purposes and
under the conditions and stlpulHilouS ioi-
lowing. which they adopt as their charter
tO-Wit:
ARTICLE The name, style. and title
Of this corporation il hereby declared to
be Merriam vengO. Inc, and under Nu'h
name and style il shall have and ENJOY
succession and cNiSteuc" for - period or
niucty-uine 99l years from dat" hercof,
unless sooner dissolved by liquidation or
otherwise II shall have power and auth
GRITTY To contract. sue. and b" sued. 10
make and Use Il corporate seal IN" same
to break and alter at pleasure, 10 hold,
purchase sell. lease. mortgage. transfer.
hypothcCato ana pledge property. real. per
~ouaI and mixed. corporal and inCOrpO,
real and To hold stock in any other COM
paHy or companies that may assist thI>
Company in its objects and purposes, to
make and ISSUE bonds and other evidences
of indebtedness: if desired to ~,cUr" Sam~
by mortgage. to name and elect directors
and other officers. managers and employ
ceS and To- establish. alter and amend by
laws rules and regulations for its proper
government 49, may l." deemed necessary
and proper and generally. to do anything
act or thing necessary for the carry Wing
on of its business.
ARTICLE 1.-THE domicilr of this cor
poTItiOn shall be in the city 0t New Or-
leans. stat" of Louisiana: aud SoSyire Of
citation and other legal process shall be
served upon the President or. in his alb
scncc. upon the Secretary Trvasurer.
ARTICLE II-Thr objects and pur-
poses for which this corporation is or
ganizod and created, and the nature OF
the business To be carried ON 10y il Ir-
declared to he as follows. To conduct
general brokerage and commission bus
mess in Cotton and Cotton I.interS. and
10 that end To- purchase. lease. or other,
wis. acquire and sell mortgage. hypOtue
cate. or otherwise convey property. real
personal or mixed. necessary for the con
duct of its business. and. generally. 20
de- any act or thing incident To- the ger
name purposes herein expressed.
ARTICLE " The capital stock of
this corporation is hereby liked at
yf Inn hon nj 1.,1fa ms.
lO0OOOW and shall be divided into and
represented by one hundred Q00l shares
Of Common stock for the par value OF
one hundred dollars (&l0000D each. which
shall be fully paid and worcestershire.
Said stock shall l." paid for in cash. or
by property or services actually rendered
to tn" corporation. or other equivalent
of cash a. provided by Law and at such
time and manner rs may BE- prescribed
by the Board of Directors.
This Corporation shall become a going
concern and authorized 10 commence bus.
mess when fifty per rentum (JO1 of THIS
capital stock shall have been subscribed
and paid.
The Capital stock IF this corporation
may be increased To the sum of one hun
drcd thousand dollars lS1OO.OOOO0D a> pro.
vided by Law
No stakeholder shall s~ii or otherwise
dispose of his or her stock without first
Offering it in writing To the body of
stockholders through the Board of Dircc.
tors. at its book value. and the stock
holders shall have fifteen days within
which to accept or reject such offer be-
fore, same being placed on the public
market
ARTICLE V.The corporate powers OF
this corporation shall be vested in and
exercised by Board of not less than
tire nor more than five directors. q ma
iority of which shall constitute Il quorum
for the transaction of business
Any director who is unable To attend
any meeting of the Board and is other
wise incapacitated from performing tho
functions of his Office by reason of ~.
ness. or otherwise. may appoint in writ l.
ing another member of the Board of Di-
rectorS to act for him and rs his proxy
and the Board of Directors may delegate
any of his powers to any officer. or Of
hcerS or representative of this corpora
rion by resolution regularly adopted
The first Board of Directors of this cor
Doration shall be composed of the follow.
ing: John u. Norman. Il. Noble Day and
Henry l.. Avengo with the following OF
ticerS:
John ID. Norman. President, residing at
No. ODDS Napoleon Avenue: r. Noble Day
Vice President. residing at No. COS Bur.
dette Street and Henry l.. Avengo, Sec,
retary-Treasurer. residing at No. 431i
South Roman Street all in the City of
New Orleans and they shall serve until
v.
until such successors are elected and
qualified.
The Directors shall he elected annually
at meeting to be held on the second
Tuesday of January i'm each year after
date hereof. Notice in writing of said
meeting shall be given to each stock
holder. not less than fifteen DAYS prior
to said meeting. addressed TO each stock
holder at his last known place of resi-.
dence. Special meetings NAV he called n,
the discretion Of the Board of Director,
or majority Of the stockholders upon
given written notice at least five DAYS
in advance of said meeting; which sain
notice shall likewise be addressed to each
Stockholder at his last known place OF
residence. however, that said notice NAV
be waived. Provided:
Each stakeholder shall at any meeting
Of this corporation be entitled in person
or by proxy to one % vote for each
snare OF stock appearing in his name on
the books of this corporation
The Directors as elected or otherwise
designated, shall hold office for one ~
year and until their successors have been
elected and qualified and failure to hold
the annual meeting of stockholders or to
elect directors annually. shall not oper.
ate the forfeiture Of this Charter. or any
rights hereunder.
Any vacancy occurring in the Board OF
Directors may be filled by the Directors
for the uneXpired term.
ARTICLE VI-This Act of Incorpor,.
tol may be changed. modified or amend
ed by and with the consent of three
fourths of the Stockholders in person. or
represented ar q meeting held for that
purpose and this Corporation shall have
the right to increase its capital stock at
such meetings subject to limitations here
in before set out
ARTICLE VII-At the expiration of this