The herald., 1921-06-09
CHARTER.

bind themselves, as wen as an Othei Pc,
sons who may hereafter become associated
with them. TO form corporation and
body polite in law, for the objects aho
purposes, and under the stipulations here
matter set forth, which they hereby ADOPT
as the charter of this corporation At,
ARTICLE 1.-The principal object OF rms
incorporation is to take over, operate de-
,elop and maintain the Institution OF learn
ing situated in the City OF New OrleahS'
known by the name of the New Orleane
Conservatory of Music and DraInailc ~ ~
and TO INCORPORATE same, in which lnsutu-
ton the several appearers hereto an nave
an undivided and joint interest, SAID takImg
over and Incorporation being more luiI!
set forth as to objects and purposes IN AT
ticle III of this charter. ,.
corporation shall be New Orleans Conser-
yatory of Music and Dramatic Art, Inc: I,
and its domicile is hereby nNed as the W!
of New Orleans, State of Louisiana, where'
hy said name, it shall have and enjoy cor,
porate existence and succession Tor perlou
of ninety-nine (99) years from this date'
unless sooner dissolved by law, or In the
manner hereinafter stipulated.
Under said name ana style, said corpora
ton shall have the power to contract; sue
and he sued: to make and use a corporate
seal and the same to alter, change or
amend at pleasure to adopt, make anus en-
force such bylaws, rules ana regulations
for its government as IL may choose, nut
the laws of this State, or this charter; 10
employ and fix the compensation or such
officers, employees or agents as the IN
terests of the corporation may require 10
appoint and supervise such committees as
NAV be deemed proper and necessary by
the Board of Directors; TO purchase, lease,
hold receive, hypOthecate, convey, sell,
pledge or mortgage real estate ana persohdl
property; to borrow money; TO issue ne
gotiable bonds, notes, or other evidences OF
a
mitted by law; and generally to DO ana
perform any and all other acts ana Things
necessary and proper, or incident 20 'he
successful operation and carrying out OF
the business outlined in the objects ana
purposes of this corporation, all according
TO law, and as may be deemed necessary
and proper by the Board of Directors.
ARTICLE III-The objects and purposes
of this corporation, and the nature OF the
business to be carried on by il, are hereby
declared to be: To operate and maintain
a school of art including music. drama,
literature. languages, drawing and paint
ing. and all the other arts; to operate ana
maintain a choral or OratOrio society, in
connection with said school, to be known
by the name of the New Orleans OratoriO
Society, a name already given TO and used
by such a chorus in connection with ana as
part of said school named in Article L or
this charter; to operate and maintain a
symphony orchestra TO be known by the
name of the New Orleans symphony Or
chestra" a name already used by and given
to such an orchestra in connection with
and as part of said school named in Ar
ticle / of this charter; or to organize and
maintain choruses and orchestras under
any other name, in the discretion OF the
Board of Directors; to operate aud main
tain a musical bureau for the employment
and mana cement of artists, and to arrange
concert tours for same; ana generally all
other objects and purposes tending to
promote and foster and develop all the
Arts in all their forms, and TO. do and per-
form any and all things Incidental or neces-
sary thereto including the organization
and maintenance of such branches as may
be necessary or, in the discretion of the
Board of Directors, convenient or expe-
dent.
ARTICLE Iv-An citations and other le-
gal process shall be served upon the Presi-
dent of this corporation, or. in his alb
sence, upon the Vice-President. or Secre-
tary, or Treasurer at the dOmicile of the
corporation, herein fixed.
ARTICLE V-The capital stock of this
corporation is hereby fixed at Twenty-Five
Thousand Dollars ISIS 100000, to be repre-
sented by 1--WE hundred 5000 shares of the
par value of fifty dollars $4,000 each |;
provided that the corporation shall become
a going concern and may begin to transact
business as soon as One-half of its said
capital stock Is subscribed for. Said CAPT
tai stock may be paid for in cash, or its
equivalent in property, goodwill or for
seTNlctS rendered. BeIOre any
shall sell any of his stock, he shall first
offer same to the Board of Directors for
the benefit Of all the stockholders. said Of
fer to be in writing for the book value OF
the stock at that time and said offer shall
remain open for a period of thirty 500
days. No transfer of stock shall be bind
ing upon the corporation unless same is
duly made and recorded on the books of
the corporation.
ARTICLE vI-Said corporation. while its
fAl eraE L. h.
as designated in the preceding article, shall
have the power and authority to increse its
capital stock to one hundred thousand dol
lars ($1OO,OO0OO) in accordance with the
provisions of Article VIII Of this charter
and according to law.
ARTICLE VII-All corporate powers and
authority shall be vested in and exercised
by Board of Directors consisting of not
less than five 90, nor more than twelve
tl2l. stockholders. Three go directors
shall constitute quorum of said board for
the transaction of all business.
said directors shall be elected annually
on the first Monday Of June of each year
unless said day be legal holiday, in which
bank day or as soon thereafter as practi-
cable, and they shall hold Office for term
Oh ope year or until their successors are
duly elected and qualified.
Each stakeholder of record on the books
Of the corporation shall be entitled to cast
ut such meeting, either in person or by
proxy. one vote for each share of stock
held by him, and a majority of the votes
,ast at such meeting shall elect, or shall
decide any other question. All meetings
Df said stockholders or directors shall be
held at the domicile of the corporation, ex-
.ept, with the written consent of a majority
II the Directors, meetings of the Board of
directors may be held outside the State or
elsewhere within the State otherwise than
NJ its domicile. Any vacancy occurring
rom any cause in the Board of Directors
between the dates Of annual meetings here
n provided for, shall be filed by the said
board. Immediately after election of direc-
ors, they shall in turn meet and elect from
imong their number a president, a vice
PRESIDENT. secretary, and a treasurer The
lutles OF such officers shall be such as
Usually appertain to same, and as such as
nay be additionally provided by the by
avs which may be adopted, as well as such
Is are provided for in Section 16 of said
Act No. 267 of 1914.
The first annual meeting of stockholders
'haIl be held on the first Monday of June.
W., as provided for in this article in the !
second paragraph thereof. Until that time. |
he Following shall constitute the Board of |
whose addresses are given op-
losite to their respective Names to-wit: |
Hiss Cammie A. Allen. 1928 Prytania street
Hiss Mary Nj. Conway. 1907 Dryades Street:
Hiss Mary V. Molony, 1926 Chestnut Street: |
Hiss Ethel 5. McGehee, 1924 Garfield Street |
HISS Mary NJ. Scott H3S Washington Ave |
lue; Mrs. Jane Austin futile. 1902 Con- |
Street; Mrs. Eugene Wehr- |
mann Schafner, 1920 Magazine Street, all /