The herald. [volume] (New Orleans, La.) 1905-1953, 1921-04-28
CHARTER.

name il shall have power ana authorltN I"
have and to enjoy corporate eAISlthSe IoI
period of ninety-nine years lroIh Gal'
hereof. unless sooner dissolved by hquidd-
tion or otherwise. 1t shall have power 10
contract to sue and to be sued 10 max
and use a corporate seal. ana 10 after anu
break same at pleasure; 10 hold' receive
lease purchase. transfer, assign, convey
mortgage. hypOthecate, pledge, or other-
wise receive or dispose of property, real
personal or mixed, COrporeal ana lnCor
poreal: to issue bonds, and, II desired, 10
secure same by mortgage; to buy ana hOld
stock in other companies. incident 10 the
! objects and purposes, or to the expansion
of the business interests or the corpora
ton; 20 name, elect and appoint such man
| ayers, agents, directors or of1cers as us
business interests may require; 10 make
| and establish, alter and amend It's bylaws
rules and regulations, for its proper gov
eminent as may be deemed necessary and
| GIoper and generally to do any and all
| things incident to or necessary and proper
| for The extension o the business In which
| the corporation Is engaged.
| ARTICLE 1.-THE corporation shall be
domicilpd in the City of New Orleans, in
| the State of Louisiana, and all citation or
other legal process shall be served upon
tine president. or, in the event OF MS ab-
sence, upon the secretary-treasurer OF IN"
corporation.
poses for which this corporation is or
g9nized and created, and the nature oil the
business TO be carried on by it, are de
clared to be as follows:
To carry on the business of public ware
bouseman as defined by Act 106 of lSSS
and acts amendatOry thereof and. tor the
purposes Of said business, to have ana
| to enjoy the powers, rights and prl'lleS'S
given and granted under the said acts ;
and in connection with the said business,
to buy, sell. lease, improve, construct, own
and in any manner to acquire ana estaD-
Iish a warehouse or warehouses in the City
A,xt- nrIa VII
of Louisiana. or in other states OF the
| United States of America, or elsewhere !;
| to conduct and carry on any ana all other
| businesses as may be found necessary or
| convenient for properly effectuating the
aforesaid purposes or enhancing the value
| of the properties, rights and privileges OF
| the said corporation.
ARTICLE Iv.-The capital stock of this
| five thousand (S5,OOOO0) dollars, repre-
| scented by fifty 500 shares of the par
| value of one hundred (S1OO.OOl dollars
each. Said stock shall be paid for in cash
in such manner and at such time. and in
| such instruments as may be prescribed by
| the Board of Directors.
This corporation shall become going
| concern and shall be authorized to COM
mence business when two thousand, five
| hundred (S2,500.00) dollars of its capital
| stock shall have been subscribed for, in
accordance with law. and one thousand.
|
of its capital stock shall have been actu-
ally paid in, either in cash or its equiva-
| lent, as provided by law.
| ARTICLE V.-The capital stock of this
corporation may be increased to the sum
| of fifty thousand ($JO0O0.00) dollars. by a
| two thirds vote of all the stock, present or
| represented, at a special meeting called for
that purpose, or at a regular annual meet
ing of the corporation.
ARTICLE VI-Al certificates of stock
fSS hx-f hn haI ha eli nod
by the president and by the secretary
| treasurer.
The stock of this corporation can be
! transferred only on the books of the cor
poration, and subject to such regulations
and fOrmalities as may be by the Board of
Directors from time to time prescribed.
| No stakeholder shall be permitted to sell
or otherwise dispose of his stock without
first Offering same in writing to the other
| stockholders, through the Board of Di-
| rectors at a price not exceeding the book
value thereof, and the stockholders shall
| have an option and first right to purchase
| all the shares of stock to be thus disposed
| of by sale or by death. resignation or
| otherwise of any of the stockholders of the
corporation, and shall have period of
| ten days in which to accept or decline 10
| purchase said stock. Should the Board of
| Directors or the stockholders decline TO
| purchase said stock, then the stockh older
or stockholders who made the offer to sell
or otherwise dispose of the stock, may sell
| or otherwise dispose of il in any manner
and at any price that he or they may see
| hit. But each share of stock is issued un.
| der the condition and understanding that
| no stakeholder shall make a sale or trans
fer of his stock in violation of this provis-
| ion; and this company shall be under no
obligation to list said stock on its books
or to regard the holder of the certificate
| thereof.
ARTICLE yII.-The corporate powers OF
this corporation shall be vested in and ex.
ercised by Board of Directors composed
or three stockholders, two of whom shall
constitute a quorum for the transaction OF
business, but the said Board of Directors
may be increased to five, by majority
vote OF the outstanding stock at any an
n9ai meeting; or at any special meeting
pose. and without the necessity of any
iurther amendment or alteration Of this
charter.
i The directors of this corporation mas
vote in person or by proxy at any of the
meetings of the Board of Directors. and
the Board of Directors may delegate any
OF ats powers to any officer or officers, OF
any other representative of the company
by appropriate resolution TO that effect
The first Board of Directors shall b,
composed of the following:
Henry ID: Ogden, Theodore H. Shepard
Lucas Il. Moore, with Henry ID. Ogden al
president, and Theodore III. Shepard a.
secretary treasurer, and they shall sery,
until the second Tuesday in June. 1922
and qualified.
The directors shall be elected annual,
at a meeting held on the second Tuesda,
IN June or each year thereafter, notice O
such meeting being given In accordanc,
win law, and the Board of Directors ma,
change the date of said annual meeting b,
written notice to that effect sent at leas
nfteen days before date to which meet
ing has been changed, directed to each o
. the stockholders at his last known plac,
OF residence. Each stakeholder shall. n
such annual meeting or other meeting
general or special. be entitled in persoI
or by proxy, to one vote for every shar
OF stock owned. The elections shall n,
held under such rules and regulations n,
may be from time to time determined b,
the Board of Directors The directors
? when elected, shall hold office for one wear
. OF until their successors have been electe,
and qualified, and failure to hold the an
huaI meeting of stockholders to elect an
nuaily the directors shall not operate th
forfeiture of this charter or any of m
, rights hereunder. ANY vacancy occur
ring In the Board of Directors NAV n
! term. e "neAPfe'
ARTICLE VIII.-This charter or act n
, incorporation may be changed. modified
: Altered or amended, by and with the con
sent or two-thirds of all stock present a
any meeting, general or special. held TO
that purpose, and such amendment NAV h
material or immaterial, subject only I
the limitations as may be by law pro
vlded; and this corporation shall hay
5 power to increase its capital stock. as here
inDefore set out, and to decrease its cam
/. .aI stock, as provided by law; and an