The herald., 1921-11-10
CHARTER.

personally came and appeared. the several
persons whose names are hereinafter sub
,crbed. of the full age of majority VINO
declared TO me that availing themselves OF
he laws of this state relative to the or
yanization of corporations. and more es-
pecially of Act 261 of 1914, page OIL OF the
legislative acts of this state, they nave
.ovenated and agreed, and by these pres
pnts do covenant and agree for themselves
and their successors and assigns, TO form |
themselves into a corporation and body |
polite for the objects and purposes anu
under the stipulations hereinafter set
forth tO-wit:
ARTICLE l. The name and title of this
shall be Southern Typewriter |
and Supply Company. Incorporated" and |
under such title il shall have and enjoy |
succession for period of ninety-nine |
wears from date hereof. and shall have |
power and authority to contract, sue and |
be sued, make and use corporate seal. |
the same to break and alter at pleasure;
to hold, sell, lease. mortgage. hypOthecate |
or pledge property. real. personal or mixed |
necessary. incidental or proper for the
carrying on of its business: to buy and
to hold stock In any other company or
that may assist this company
in its objects and purposes; to make and
issue notes and certificates of indebted
ness to name elect and appoint mana
gers. directors and clerks or other en-
ployecs to properly conduct its corporate
business and to make such bylaws rules
and regulations as may be found neceS-
sary or desirable for the management and
business affairs of this corporation.
ARTICLE II. The domicile of this cor
pOraton shall he in the City of New Or
leans. State Of Louisiana, where all cita-
ton and other legal process shall be
served upon the president or in the alb
Sence of the president, upon the vice
president, or in the absence Of both. upon
the secretary.
ARTICLE III. The objects and pur-
poses of this corporation are hereby de-
clared and stated to be:
To manufacture. purchase. own. exploit.
work repair. rent and sell typewriters
and adding machines. patented or other
wise. new and secondhand: typewriter
supplies. ink. stationery. and office fur
niture and equipment and speciality ma
chimes; and TO purchase. own and sell
inventions or letters patent or improve
ments thereon. for such typewriterS; and
to buy. own. use and sell all kinds OF
inventions. whether patented or not, In
any manner relating to typewriters and
adding machines: and to grant rights. or
licenses under such letters patent, inven-
lions or improvements: and to buy, own.
use and sell all kinds Of inventions. what
ever thereon for the purposes above stated {:
| and also for the purposes hereinhefore
mentioned. to issue bonds secured by
| mortgage or mortgages upon the property
| and franchises of the said company and To
| sell the same: and also to do any act OF
acts necessary for the carrying on of such
| business
| ARTICLE ". The capital stock of this
| corporation is hereby fixed AT the sum OF
| Five Thousand Dollars (S5.0O0.00). divided
into one hundred shares O00l Of the par
value Of Fifty Dollars (sJO.OO) each. pro
| vided that the amount to which the cant
tai stock Of this corporation NAV he In
| creased shall he one hundred thousand
dollars (s1O0,O00).
Fifty per cent Of the capital stock ot
49, - g.,
before the filing of the articles Of incor
| poration. The subscribed capital stocl
Of this corporation shall he payable II
cash. property, real or personal, or fol
services performed or rendered.
No stockholder shall ever he held liabl
or responsible for the faults. contracts n
debts of this corporation in any furthe
sum than the unpaid balance due the cor
noration on the shares of stock subscribe
for by him. nor shall any mere informal
ity ine the organization have the enect o
rendering this charter null or OF eXDoStn
any shareholder to any liability whatso
ever.
This corporation shall not engage l
business until Twenty-Five Hundred DO
lars (s25OO.00) of the capital stock In
been issued and actually paid in. eithe
IN cash. property or services as aforesaid
if any of the stock of this corporation
r exchanged in whole or In part for prof.
ertv or good will. in that event the nr6
. | visions or SpctlOn III tot o1 .icl -ot I
1 1914 shall he strictly complied with.
ARTICLE V. All the corporate power
| of this CORPORATION shall he vested In an
exercised by board Of directors con
posed of three stockholders. each of who'
: shall own. in his own right. during h
u term of office. at least one full-paid m
: unpledged share Of the capital stoc
which shall he shown ny his written d.
claration. two (2) Of whom shall const
e tute n quorum for the transaction Of bu
/ IL u ~
shall have the right at any time TO II
n crease the number of directors to not moi
r than FIVE (5l. ANY director unable to q
h tend n meeting OF the board may appoil
s a proxy for that purpose, who must
e stakeholder.
The officers Of this corporation sha
!, consist of a president. vice-president, So
e rotary and treasurer. all Of whom sha
= he members Of the board Of directors: nv
two offices. but no more. may be con
bined, II desired, and held by one and u
=, same person
~ The following named persons shall CO.
- stitute the first hoard of directors of tn
corporation. to-wit:
3 Arthur p. Portas. Pass Christian. Miss
r ST. Clair Adams. 1925 st. Charles Avenu
" New Orleans. La: J. p. Schroth, S51 Ste
10 henson Street. Shreveport. La; with A
~ thur T. Portas. as president and trea
o nrer: J p. Schroth. as vice-president. al
20 ST. Clair Adams. as secretary. and the
:, | officers shall serve until the second Mo
= dav in October. in the wear 1922. or IN
" their successors have been duly elect
~ and qualified.
10 Thereafter the directors shall he elect
g annually on the second Monday OF Octoh
a. o. each wear. beginning with the year 192
IN all election Of directors shall he made
o. ballot. and each stakeholder shall he .
g titled to one vote for each share or sto
BE- | standing in his name on the books OF I
az | corporation. this vote to he cast In pers
"A or nv proxy. and II shall require m
10 ioritv of the stock present or represent
"A to elect
RS Failure to elect hoard Of directors
Nv the second Monday in October. W.
Il annually thereafter. shall not work II
I'd FIXTURE Of this charter. hut the old boa
40 of directors shall remain In office IN
IN their Successors are elected and dualfh'
ARTICLE VI The hoard Of directt
H. shall hold regular meetings ut such tin
of as shall he ixed in the bylaws OF II
,w | corporation. These meetings shall he M
% at the domicile Of the corporation. !
- the president NAV call special meettn
rs | Of the board of directors at such tin
10, and places within the State OF louisa
-. as he NAV deem advisable. and he sh
rIs he required to call such special meettr
l nI whenever requested to do so nv m
al members Of the board OF directors. IN
Oh DAYS notice ~ such special meetings sh
ay he given in writing to the directors unl
RS waiver Of notice is signed by the dire
all ors Anv vacancy occurring on the boa
nd either from death. RESIGNATION. or fnat
ne itv to serve shall he filled nv the hos
Of directors at it's NEXT regular meet
OF after such vacancy shall have occurr
yer The first hoard Of directors Of this g
he noration shall he required to draft 81