The herald., 1921-11-10
CHARTER.

ARTICLE Iv-The capital stock of said /
corporation is hereby fixed at the sum OF |
twenty-on thousand tS2lWoOO) dollars,
divided into two hundred and ten shares |
of the par value of one hundred CSlOOOO) |
each, which stock shall be paid for in |
cash at such times and in such amounts |
as may be determined upon by the board |
of directors. or may be issued at not less |
than par for property purchased by. or |
for services rendered to the corporation. /
All shares of stock shall be full paid
and worcestershire. No transfer of stock
shall be binding upon said corporation
unless made upon the books of the cor
poration, and all certificates of stock
shall be signed by such officers may be
designated by the board of directors.
No stakeholder shall sell or in any man.
ner dispose of his stock in said corpora
ton, without having first given thirty
days written notice to the corporation,
through it's board Of directors, of such
intention TO sell or dispose of the same.
so that the other stockholders shall have
the first privilege of purchasing the same
at its book value, properly aScertained,
after which thirty days notice said
stock may be sold or disposed of in any
manner.
The said corporation shall at once be-
come and be a going concern and shall
| Immediately commence business.
| The said capital stock may be increased
| from time to time to any amount not ex-
/
creases to be made as provided by law.
| ARTICLE V-An the corporate powers
| of said corporation shall be vested in,
and the management and control of its
affairs shall be exercised by a board of
| directors composed of not less than
three, nor more than five stockholders
| Each director shall own at least one
share of stock and shall be elected an
nually, by the stockholders, by ballot
on the Thursday, following the first Mon
Ia in To- Of hn rSf
election to be held in 1928.
Written notice of each election. de-
livered personally or by mail. shall be
given to each stakeholder, addressed to
him at his last known place of residence,
as shown on the books of the corpora
ton, said notice to be given at least fif-
teen days before each election, and all
elections shall be held under such rules
and regulations as may be fixed by the
board of directors; provided that each
stakeholder shall be entitled in person
or by written proxy, to one vote for every
share of stock owned by him, and that a
majority of such votes cast at each cleo
| ton shall elect the board.
The directors thus elected shall con,
tinue in office for one year, or until their
, successors shall have been duly elected
: and qualified. In case of any failure 10
hold an election as above provided, such
failure shall not forfeit this charter but
2 an election shall be held as soon as may
vided.
4 Each board of directors, at its frs
meeting after each election, shall cleo
T from its number, president and a vice
4 president and shall also elect a secretary
$ and a treasurer, who may be member
of the board not, as the directors SEE
y fit; and both of said offices may be helC
: by one and the same person, secretar,
! and treasurer, as may be determined b,
!. the board Said board shall likewise elec
= | the additional member or members ii
case they should determine to increas
: the number of the board of directors a
y above provided.
= majority of the directors shall con
= stitute a quorum for the transaction of al
" business, and any vacancy occurring o
= said board shall be filed by the remain
!, ing directors for the unexpired term
A The said board, or such officer or man
! ager as 1t may designate. shall appoin
70 such officers. managers. clerks and othe
? employees of said corporation as may b
70 necessary for its business and shah dis
10 miss the same; and the tenure of OffiC
10 and employment of all officers, manager
10 clerks and employees shall be during tn
In pleasure of said board
10 The said board shall have the rigl
IN and power to buy, sell. improve cOntrac
s. lease, borrow money, issue bonds and e.
or ecute mortgages, and, in general, to e.
ercise all the powers of the corporation
nj as well as to carry out its objects an
b. purposeS,-all without reference to
is AUTHORIZATION Dy the STOCKHOLDERS.
II. From time to time said board ms
e. adopt rules. regulations, and bylaws Il
re the management and control of the bus
lie ness and affairs of said corporation, an
s; in its discretion, may annul, change al
is modify the same.
L. ARTICLE Who subscriber hereto
stakeholder of the corporation shall ev
be be held liable or responsible for the col
ne tracts, faults or debts Of said cOrpor
C. ton: nor shall any mere informality
no nj ha off Of
~ Ing this charter null, or of exposing al
v subscriber or stakeholder to any liabili
beyond the unpaid balance, if any, d
,e on the shares subscribed for or own
We by him.
20 ARTICLE vII-This act of incorporate
IT. may be changed, modified, or altered,
D. said corporation may be dissolved, wi
ng the assent Of the holders of two-thir
of the stock of the corporation, who
W. owners are present and represented at
general meeting of the holders of stoC
after at least thirty days written mott
of such meeting has been given as pr
II vided in Article V OF this charter.
!. Any change proposed or made in
r1 ference to the capital stock or obje,
1e and purposes of this corporation sh
,aI be made in accordance with the laws
"a the State of Louisiana regulating or pr
viding for such change.
Whenever the corporation may be d
q, solved, whether by limitation or 9TH
wise, its affairs shall be liquidated
three liquidators, to be chosen by
10 stockholders at general meeting
stockholders. convened for such purpo
. Of which meeting notice shall be given
C. above provided, and a majority in amor
of the capital stock Of said corporate
is represented at such meeting shall be
1r quisite to elect. In case of the death
~ disability of any of said liquidators,
mr. survivors, or the remaining liquidato
md shall appoint a successor to such liQui'
nh tor. Said liquidators, are hereby gi'
is full power, either by court or law p
,sb ceedings, or without such prOceedin
md as they shall elect. to collect all amour
in due the corporation, sell or Otherw
lJv dispose of its assets, pay its debts a
ose liabilities. and compromise and sci
ev- all disputed questions and matters; q
yes shall have and exercise all other pow
ste necessary and usual to fully and fina
ro- SETTLE wind up and liquidate all the bu
tod ness and affairs Of the corporation,
n.e distribute its net assets or funds amC
IA its stockholders in accordance with tn
,cb respective rights.
ARTICLE VIII-The first board Of
- rectors of this corporation shall consist
~ George II. Thomas, 1926 First street, \
Orleans, La; Samuel P. Schwing.
o., Pine street, New Orleans. La: J. MOI
'o Carroll. 1919 First street, New Orles
NJ. La; which said board, with said Geo
- H. Thomas, as president, said J. Mol
Iii Carroll, as vice-president, and said Sam
.n. | P Schwing, as secretary treasurer, 81
- hold Office until the election to be held
,-,,, the Thursday, following the first Nom
~. in January, 1923, or until their success
III | shall have been duly elected and 81