The herald. [volume] (New Orleans, La.) 1905-1953, 1921-03-17
CHARTER.

lars of the capital stock shall nave Deen
subscribed. and four thousand (4OO0)
shares or four hundred thousand (S4OO.-
900 0OI dollars of the capital stock snail
have been issued and paid in. in cash.
property and goodwill. IL any stock OF
this corporation is exchanged. either IN
whole or in part, for property or goodwill;
in that event the provisions of Section 8
of Act 267 of 1914. shall be complied with
strictly.
ARTICLE VAN the corporate powers
of this corporation shall he vested In ana
exercised by Board of Directors COM
pOsed of six stockholders. each of whom
shall own in his own right, during his
term of office, at least one full paid share
of stock, four a. of whom shall con-
stitute a quorum for the transaction OF
business.
The officers of this corporation shall con-
sist of a President, ce-PTesident and
Manager, Secretary and Treasurer, all of
whom shall he members of the Board OF
Directors The Offices of Secretary and
Treasurer may be combined in one and
the same person.
The following named persons shall con-
stitute the first Board of Directors, to-
wit:
John s. Waterman. Sr.. No. 1865 Dufossat
ST. New Orleans. La, William Waterman,
No. 1907 Prytania ST, New orleapS; La. !:
St. New Orleans, La; Oran {. Barilleau,
No. Stone ST., New York. y. y; Albert
Trepagnier. No. 1l41 Prytania st, New
Orleans. La: William f. Mele No. 3I1J y.
Rampant ST.. New Orleans, La, all resi-
dents of the City of New Orleans. La. eN-
cept oFan c. Barilleau as hereinabOve
stated and domiciled at the addresses
above stated, with John 8 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 officers
and directors shall hold Office until the
Rrsf NJ
their successors are duly elected and quail
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 shall De
by, ballot. and each stakeholder shall be
entitled 10 one vote for each share of stock
standing in his name on the books of this
corporation, this vote to be east in person
or by written proxy, and IL shall require
a majority of the stock present or repre-
scented 10 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, 1922
or annually thereafter, shall not work a
forfeiture of this charter. but the old
Board of Directors shall remain in Office
until their successors are duly elected and
qualified
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 advis-
able, and he shall be required to call such
special meetings at the request of men,
Der of the Board of Directors: Three days
written notice of such special meeting
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 after such vacancy shall
have occurred. The first Board of Direc-
tors of this corporation shall be required
ment of the corporation, which may be
altered. amended or changed as the exig-
encies Of the case may require.
ARTICLE VIL-The stock of this cor
pOration may be transferred, provided,
such transfers shall be recorded on the
books of this corporation before it 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, ST., No. 1866 Dufossat
ST., New Orleans, La, nineteen hundred
and ninety-six 1896 shares; William Wa
termann. 1907 Prytania St.. New Orleans,
Il99Sl shares; John Waterman, Jr, No.
1929 Robert ST., New Orleans. La. one a.
share; Oran c. Barlilleau, No. Stone St.,
New York. \. y. one "a share: Albert
Trepagnier. No. 1141 Prytania ST., New Or
leans, La. one % share; William f. Mele,
No. 3115 y. Rampant ST.. New Orleans, La.
one % share: Ii. Chotard Eustis, No. $500
General Pershing ST.. New Orleans, La,
one % share; Richard A. Tonry, No. 2i30
Cleveland Ave, New Orleans, La, one
ID share.
And the said subscriptions of John s.
Waterman. ST., and William Waterman.
which together total the sum of three hun
dred and ninety--nine thousand. four hun
dred, 1898, 10000 dollars. or one hundred
and ninety-nine thousand six hundred
u99,600O0) dollars, or nineteen hundred
and ninety-six shares to John s. Water
man, ST., and one hundred and ninety
nine thousand, eight hundred (S199. 10000
dollars. or nineteen hundred and 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 j. 5. Waterman & Co., composed of
John 5. Waterman. Sr., 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 d.
rectors of this corporation at the sum of
u,
four hundred 1893. 10000 dollars. The re-
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-
ton 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 te each stockhoder at
his last known address, giving thirty days
option. At the expiration of which time
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 X.-Thjs charter may be
modified or altered, the capital stock there
OF increased or decreased, or the cor
poration may be dissolved with the assent
OF two-thirds of the capital stock present
or represented at any special meeting of
the stockholders held for that purpose.
after prior notice in writing to each stock
holder, mailed to him at his last known
postofice address. all in accordance with
the terms OF Act 267 of 1914.
ARTICLE Kat the expiration of this
charter. or the earlier dissolution of this
corporation for any cause, its affairs shall
be liquidated by one or more liauidators
70 no oil TOD h., Z.