The herald., 1921-03-31
CHARTER.

n four lunOreO
Sars of the capital stock shall have been
Subscribed, and four thousand t4vvV'
shares or four hundred thousahu NfSi,
600 OO) dollars of the capital s'ock snai
have been issued and paid in, In cash,
property and goodwill. IL any stock OF
This corporation is exchanged, either III
whole or in part, for property or goou-"iii5,
in that event the PROVISIONS Oh HeeiU Nth
of Act 261 OF 1914, snail oe co"P"e" ~
strictly. "a ,,ou.ors
of this corporation shall be vested III anu
exercised by a Board OF directors yon,,
nosed of six stockholders, each OF whom
shall own in his own right. during Ms
term of Office, at least one fuil pal1 snane
of stock, four az Of whom snail con-
stitute quorum for the transaction oi
business.
The officers of this corporation shail con
sist of a President, Vice-President ana
| Manager Secretary and Treasurer, All OF
whom shall be members OF the boaru oi
Directors The Offices OF Secretary anu
! Treasurer may be combined in one anu
| the same person.
The following named persons shall con
| stitute the first Board OF Directors, TO-
| wit
/ John s. Waterman. Sr. No. 1866 Dufossat
st New Orleans, La. William Waterman,
No 1907 Prytania St, New Orleans. La.
John S. Waterman. Jr., No. 1929 Robert
St. New Orleans. La. Oran Z. Bariileau,
! No Stone ST., New York, n. y; Alnerl
| Trepagnier, No. 1141 Prytania St, New
orleans La: William F. Mee. No. 3715 \.
| Rampant ST.. New Orleans, La, an resi-
dents of the City of New Orleans. La; ex-
J cept Oran c. Barilleau as herelnaDoNe
stated, and domiciled at the addresses
| above stated, with John S. Waterman, ST.
| as President: William Waterman, as vice
President and Manager; John ;. Water
| man, Jr., as Secretary, and Albert ire
! pagnier, as Treasurer. and these onlcers
and directors shall hold office until the
| first Monday of January, 1922, or untii
1,.l.r oil. AA IL
| fed.
| Thereafter the directors shall be elected
| annually on the first Monday of January
| of each year, and they shall elect their own
| officers; all elections of directors shail De
by ballot, and each stakeholder snail De
entitled to one vote for each share of stock
standing in his name on the books OF TINS
corporation. this vote to be cast IN person
or by written proxy. and 1t shail require
, a majOrity of the stock present or repre-
| scented to elect. The directors shall have
the right to increase their number to nine
Failure to hold an election for direc-
tors on the first Monday of January, l922
or annually thereafter, shall not work a
| forfeiture of this charter, but the old
! Board of Directors shall remain in once
until their successors are duly elected ana
qualified.
ARTICLE yI-The Board Of Directors
shall hold regular meetings at such times
as shall be fixed in the bylaws OF TINS
corporation, but the President may can
tors at such times as he may deem adyls-
able. and be shall be required to call such
| special meetings at the request OF MEM
Der of the Board of Directors. Three days
written notice of such special meeting
J 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,
resignation or inability to serve, shall be
filled by the remaining directors at its next
regular meeting aftef such vacancy shall
have occurred. The first Board of Direc,
tors of this corporation shall be required
to draft suitable bylaws for the govern
ment of the corporation, which may be
altered. amended or changed as the exig-
encies 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 this corporation before 1t shall
be required to recognize the transfer, or
the new holder of the stock.
! ARTICLE VIII.-The appearers hereby
declare that they have subscribed to the
following number of shares of the capital
stock Of this corporation. to-wit;
John s. Waterman, Sr., No. 1866 Dufossat
ST., New Orleans. La, nineteen hundred
and ninety six 1885 shares; William Wa
termann, 1907 Prytania St., New Orleans,
La, Nineteen hundred and ninety-eight
Q99s) shares; John Waterman, Jr, No.
1929 Robert ST., New Orleans, La one ~
share: Oran C. Barlilleau, No. Stone ST.,
New York, \. Y, one ~ share Albert
leans. La. one "a share; William Z. Mele,
No. 3715 n. Rampant St., New Orleans, La,
one ~ share; II. Chotard Eustis, No 1900
General Pershing ST.. New Orleans, La,
one % share; Richard A. Tonry. No. 243O
Cleveland Ave-, New Orleans, La, one
"a share.
And the said subscriptions of John s.
Waterman. ST., and William Waterman,
which together total the sum of three hun
bred and ninety-nine thousand, four hun
dred, 1899, 100000 dollars. or one hundred
and ninety nine thousand six hundred
(199, 6O0.O0) dollars, or nineteen hundred
and ninety-six shares to John s. Water
man, ST., and one hundred and ninety
nine thousand, eight hundred (S199, 100000
dollars or nineteen hundred ard ninety
eight (199S) shares to William Waterman,
which shall be fully paid for and settled
by them by the transfer of all the prop
erty and effects now owned and belonging
to the commercial co-partnership known
as ]. S. Waterman & Co., composed of
John s. Waterman. ST., and William Wa
terman an accurate detailed and itemiZed
statement and description of said prop
| erty being hereto annexed to be read in
] connection herewith, and the said property
was duly appraised by the Board of Di-
rectors Of this corporation at the sum of
three hundred and ninety mine thousand,
; mainder of small subscriptions shall be
paid for in cash.
In the event that any stakeholder de.
sires to sell his stock, or any part or por-
, tion thereof, he shall first offer same to
= the remaining stockholders, in proportion
to their respective holdings at its book
value. This offer is to be made to appear
: by letter addressed to each stakeholder al
e his last known address. giving thirty days
option. At the expiration of which time
t the stakeholder desiring to dispose of his
stock, shall be at liberty to sell at what
ever price and to whom he may please.
ARTICLE IX.-This charter may b.
! modified or altered, the capital stock there
OF increased or decreased, or the cor
D poration may be dissolved with the assent
of two-thirds of the capital stock present
r or represented at any special meeting OF
e the stockholders held for that purpose
after prior notice in writing to each stock
= holder mailed to him at his last known
= postOffice address, all in accordance will
: the terms of Act 267 of 1914.
! ARTICLE Kat the expiration or thi,
: charter, or the earlier dissolution of thi.
corporation for any cause, its affairs shall
be liquidated by one more liquidators
to be elected by the stockholders, all o.
: whom shall hold stock in this corporation
and said liquidators are hereby vested will