The herald., 1921-06-09
CHARTER.

/ of the General Assembly of this State
! approved July 9, 1914. they have covenant
| ed and agreed and do by these presents,
covenant and agree bind. form and con
/ stitute themselves. as well as Such persons
who may hereafter join or become asso-
ciated with them. Into corporation ana
| body polite in law, for the objects and
| purposes and under the agreements and
/ stipulations following, tO-wit:
ARTICLE The name and style o. this
corporation shall be, GENTLY Builders
! il shall have and enjoy all the rights, ad-
/ vantages. and privileges granted by law
| to corporations; 1t shall exist for the
/ period of ninety nine years from this daN
/ il shall have power to contract sue and be
/ sued in its corporate name; to make and
/ use a corporate seal; and the same TO
break alter at pleasure; TO hold, re-
ceive, purchase, convey, mortgage, hypO-
/ thecate or pledge property, both real and
| personal; TO issue bonds, notes and other
! obligations or negotiable instruments; TO
| have and employ such managers, directors,
| officers. agents and other employees as the
/ interest and convenience of said corpora
| ton may require or demand; to make and
establish such bylaws, rules and regula-
/ tions for the corporate management and
| control of the affairs of the corporation
as may be deemed necessary and eXpedient.
| ARTICLE 1.-THE domicile of said cor
poration shall be established in the City of
! New Orleans. in this State, but IL may
establish offices and agencies throughout
| the United States, or foreign countries. All
citations and other legal process shall be
served on the President. and, in his alb
sence, on the e-PresideHt of the cor
pOratiOn.
ARTICLE III-The objects and purposes
for which this corporation is organized,
and the nature of the business to be acr-
ried on by it, are hereby declared to be:
to deal in. buy. sell. cOnsign and receive
on consignment, building materials of all
character; to operate mills and factories
for the manufacture OF articles OF wood,
I MIA afa incl pdi fha 1arat1
facture of buildings for ready erection; to
purchase and sell real estate; to develop
lands by the creation of subdivisions; TO
erect buildings for sale on terms; and
generally to do and engage in any other
business, undertaking or enterprise con-
nected with. growing out of. germane or
incidental to any of the purposes herein
above set forth, or contemplated by this
charter.
ARTICLE Iy-The capital stock of
said corporation is hereby fixed at fifty
| thousand dollars, divided into five hun
dred shares of the par value OF one hun
dred dollars each. All shares Of stock
shall be fullpaid and worcestershire. No
transfer of stock shall be binding upon
the corporation unless made upon its
books and all certificates of stock shall be
signed by such officers as may be de-
signated by the Board of Directors.
This corporation shall have the right TO
increase its capital stock to further sum
of one hundred thousand dollars, TO be
divided into shares of one hundred dol
lars each, provided said increase in the
capital shall have been authorized by thes
stockholders at a meeting to be held pur--
suant to the provisions of Article V, of
this charter.
ARTICLE VAN the corporate powers
of the company shall be vested in, and the
management and control of its affairs shall
be exercised by a Board of Directors COM
posed of three stockholders, the member
ship of which may be increased to a num-
br not exceeding five. at the discretion of
no I'd of A m of the
directors shall constitute a quorum for
the transaction of all bushes. The di-
rectors shall be elected annually by bal
lot on the third Thursday in May of each
year. Each stakeholder shall be entitled in
person or by proxy to vote for every
share owned by him, and all elections
shall be held under such rules and regula-
tons as may be determined by the Board
OF Directors, after fifteen days notice by
mail of such election shall have been sent
to each stakeholder at his last known ad-
dress. The directors thus elected shall
continue in office for one year, or until
their successors shall have been duly
elected and qualified. No failure to elect
shall be regarded as a forfeiture of this
charter. Any vacancy occurring said
Board shall be filled by the remaining di- |
rectors for the unexpired term; the said |
Board shall likewise elect the additional
members in case they should determine TO |
increase the number of said Board. Said !
Board of Directors at it's first meeting |
after its election, nominate out of its num- |
Der. President. Vice-President and
Secretary Treasurer. 1t may divide the |
functions of the last mentioned officer and |
may elect Secretary who need not be |
either director or stakeholder. Said |
Board shall have the right to appoint and |
dismiss such clerks. managers and other |
employees Of the corporation, including the |
secretary who Is not a stakeholder as con-
dltions may justify or the business of the
corporation may require. The tenure of |
office of all the employees of the corpora
ton shall be during the pleasure of the
Board of Directors.
ARTICLE VINO stakeholder shall ever
De held liable or responsible for the con-
tracts, faults or debts of said corporation,
nor shall any mere informality in its or
ganization have the effect of rendering this /
charter null, or of exposing a stockholder
10 any liability beyond the unpaid balance
due on the shares owned by him.
ARTICLE NII-This act of incorpora-
tlon may be changed, modified or altered,
or this corporation may be dissolved with
the assent or the stockholders owning two
thirds OF all the stock of fhe corporation
at general meeting convened for that |
purpose, and after at least fifteen days
',iro NOTICE OF this meeting has been
gwen through mail, addressed to each
residence.
ARTICLE vIII-whenever this corpora
ton shall be dissolved from any cause. its
anairs shall be liquidated by three stock
holders, to be appointed at a general
Meeting OF stockholders convened for that
PsiPooe VI HquludtlOh, as hereinafter pro- |
vided, each share of stock being entitled
10 one vote, to be cast either by the holder
IN person or by proxy. Said commissioners
shail remain in office until the affairs of
Saiu corporation shall be fully settled and
nq9ldated, and they shall have full power
anu authority to transfer and give title
10 all the property and assets of the cor
Poration and to distribute the proceeds
IN case or death, disability or resigna-
tloh OF one or more commissioner or com |
Iuisslohers, the vacancy shall be filled by
tne remaining commissioner or commits
sioners. W
ARTICLE IX-UntiI the next general
meeting to be held under this charter on
me third Thursday of May, 1922 or until
their duly qualified successors are elected
ana installed, the board of directors shall
0e composed of: ROch Il. f. de Montluzin,
9Vio ounce Street. New Orleans La
Nllchael A. Baccich. 1915 Sohiat Street
NeW orleans La; and W. l.. Yapey 1910
Music street, New Orleans La with the
sald Koch Il. Il. de Montluzin as President. |
Ine SAID Michael a. Baccich, as Weep
uent, and the said W. l.. Yancy, as Secre- |
tary-Treasurer.
-, In order that this charter NAV serve as
me original subscription list, subscribers
hereto nave indicated opposite their re- {
specuve signatures the number of shares [
oi STOCK subscribed by each of them
q, mus zone and passed in this office on |
ne DAY, month and year, first above writ
EN- In the Presence of Frank b. Twomev =
ma Joseph l.. Weiss competent witnesses
VINO have signed with the said appearers
ana me, the notary, after reading the