The herald., 1921-06-02
CHARTER

the State of Louisiana and elsewhere; and
generally to conduct the messenger ser
vice business.
To acquire by purchase. lease. option
or otherwise, patents and inventions that
might be used for the purposes of this
corporation; and generally. to do and per-
form any and all other things necessary
or convenient to properly carry out the
bOye enumerated.
ARTICLE IV.-The capital stock of
this corporation is hereby fixed at the sum
of Fifty Thousand $3.50. 000.0O) Dollars
divided in to five hundred (500) shares
of the par value of One Hundred (S1OO0O)
Dollars EACH provided, that the amount
to which the capital stock of this corpOr-
alton may be increased shall be One Hun
dred Thousand (S10O,OO0O0) Dollars, or
one thousand 10000 shares. Four hun
dred shares of the capital stock of this
corporation must be subscribed before the
filing of the articles of incorporation. The
subscribed capital stock of this cOrpor-
alton shall be payable in cash, property
(real or personal or miXed) or for labor
and services rendered and performed.
No stakeholder shall ever be held liable
or responsible for the faults, contracts
or debts of this corporation in any fur
Their sum than the unpaid balance due
the corporation on the shares of stock
subscribed by him, nor shall any mere
informality in organization have the eff
feet of rendering this charter NULL or of
whatsoever.
This corporation shall not engage in
business until four hundred (4OO) shares,
or Forty Thousand $40 000.0O) Dollars of
the capital stock shall have been issued
and paid in, in cash or for property, or
for cash and property, and If any stock
of this corporation is exchanged, either
in whole or in part for property or good
will, in that event the provisions of Sec
tion of Act 267 of 1914, and the amend
q POmnlind
strictly.
Of this corporation shall be vested in and
exercised by a Board of Directors COM
posed of three stockholders, each of whom
shall own in his own right, during his
term OF office, at lease one full paid share
of stock, two of whom shall constitute
quorum for the transaction of business.
The officers of this corportion shall con-
sist Of President, Vice-President, Sec
rotary and Treasurer, all of whom shall
be members of the Board of Directors.
The offices of the Secretary and Treas
urer may be combined in one and the same
person. r--
The following named persons shall con-
stitute the first Board of Directors, to-
Patrick ST., New Orleans, La, Richard
7. Mcbride, No. 4720 Danneel St., New Or
leans, La, Jones T. Prowell, No. 1910 st.
Andrew St, New Orleans, La. all resi-
lana. and domiciled at the addresses a.
bove stated, with Richard A Barnes as
President. Richard T. Mcbride as Vice.
President and Jones T.; Prowell as Sec
directors shall hold office until the first
Monday of January, 1922, or until their
successors are duly elected and qualified.
Thereafter the directors shall be elected
annually on the first Monday of May of
each year. and they shall elect their own
0ffinQrSs nIaQfinnS of n
be by ballot, and each stakeholder shall
be entitled to one vote for each share of
stock standing in his name on the books
/ of the corporation, this vote to be cast
shall require a majority Of the stock pres
ent or represented to elect. The directors
shall have the right to increase their num-
| Der to five, in which case three shall con-
stitute quorum.
Failure to hold an election for directors
! on the first Monday Of May, 1922, or an
nually thereafter, shall not work a for
fixture of this charter, but the old Board
of Directors shall remain In office until
their successors are duly elected and quail
| flied.
ARTICLE vI-The Board Of Directors
| shall hold regular meetings at such times
| as shall be fixed in the bylaws Of this
| corporation, but the president may call
| special meetings Of the Board Of Direc-
tors at such times as he may deem ad-
| such special meetings at the request of
! a member Of the Board Of Directors. Three
days written notice Of such special meet
Ing shall be given to the directors, unless
a waiver Of such notice is signed by the
| Directors. Any vacancy occurring in the
Board Of Directors either from death. re-
signation or inability to serve, shall be filled
by the remaining directors at Its next regu-
occurred. The first Board of Directors of
| this corporation shall be required to draft
| suitable bylaws for the government of
| the corporation. which may be altered
amended, changed or modified as the ex-
| igencies Of the case may require.
ARTICLE vII.-The stock Of this cor
| poratiOn may be transferred, provided
such transfers shall be recorded on the
Books Of the corporation before 1t shall
| be required to recognize the transfer. or
the new holder Of the stock.
| ARTICLE vII-The appearers hereby
following number of shares Of the capital
stock Of this corporation, to-wit: Richard
A. Barnes, No. 1876 N. st. Patrick St.,
New Orleans. La, Four Hundred (40ol
Damned St. New Orleans. La, One az
| Share, and Jones T. Prowell. No. 1910
st. Andrew St., New Orleans, La, One
a. Share, and the subscription of Rich
Forty Thousand s4OOoOOOJ Dollars, or
| four hundred 400 shares shall be full
paid for and settled by him by the trans
fer by him Of ali the property and effects
| and goodwill, now owned and belonging
to the Seven Eleven Auto Company, Inc,
of which the said Richard A. Barnes is
| the sole owner, an accurate, detailed and
itemized statement of description OF said
property being hereto annexed to be read
| In connection herewith, and the said prop
/ erty and goodwill was duly appraised
| by the Board of Directors of this corpor-
| alton at the sum of Forty Thousand
| ($4d0OO.0O) Dollars. The remainder of
said subscriptions shall be paid for in
| cash.
| In the event that any stakeholder de-
| sires to sell his stock or any part or por.
| ton thereof. he shall first offer same ia
| the remaining stockholders, in proportion
to their respective holdings at its book
| value. This offer is to be made to APP
holder at his last known address, giving
| thirty days option. At the expiration
| of which time, the stakeholder desiring
/ to sell or dispose of his stock, shall be
at liberty to do so at whatever price and
to whom he may please.
| ARTICLE Ix.-This charter may b.
| modified or altered, the capital stock
thereof increased or decreased. or the cor
/ poration may be dissolved with the as
sent of two-thirds of the capital stoci
| present or represented at any special meet
| ing of the stockholders called for that
purpose, after prior notice in writing Il
each stockholder, mailed to him ut hi'
| last known pest-o office address, all in nc.
ARTICLE Kat the expiration of this
charter, or the earlier dissolution Of thi.
corporation for any cause, its affairs
Ii