The herald., 1921-09-29
CHARTER.

days before SAID meeting, SOihPi''N n
of the stockholders entitled 10 Nol" sh"ii
be upen to inspection by the st0ckhoIutrn
at the place of said meeting. Al Salu
election. and at all other meetlhsS Vi
stockholders the voting shall be by DdiIo''
and each stakeholder shall be entitled 10
one vote for each share of stock standing
I'm his own name on the books OF the com
pany, TO be cast in person or by proxy
Fifty per centum of the outstanding
capital stock of this corporation >hail
constitute Il quorum at any ana all meet
inys Tor the transaction of any ana an
business. except as otherwise PROVIDED ID!
law The majority of stock voted AT any
said meeting shall decide all QUESTIONS
except as otherwise provided by law, OF
by this charter
Vacancies occurring in the board of di-
rcctOrS, because of death resignation OF
otherwise. shall BE- filed by the remaining
members uf the board By selection from
the other stockholders.
The failure to hold an annual election
or to elect directors rs above ProNlutu
snail not dissolve the corporation, but the
directors and officers then in oIlce shdi
cause an election to be held a. soon as
possible thereafter, notice of which shaH
Dr given as above provided for the hOlulhS
of the annual meeting of the Stockholuer>'
pending which election the then directors
and omicerS shall remain as such uhtii
their successors have been duly elected
and shall have qualified.
The board of directors shall WITHIN
thirty days of each annual election, elect
from their own number president anu
wee president, and shall also elect u sec
Rotary ana treasurer, and shall nave
power to combine the offices OF secretary
and treasurer in one person.
The board of directors shall have the
power of delegating all or any of its power
in the transaction of the business of this
corporation to committee or committees
OF its own body or to officers and agents
of this corporation, and the board OF Ill
rectors may appoint from time To time
such officers, managers. clerks, agents or
employees, they may deem necessary
or proper for the conduct of the business
of this corporation, and such officers, man.
ayers, clerks, agents and employees shall
hold office only at the pleasure of the
board.
Any and all directors shall hold office
at the pleasure of the stockholders, who
may at any general meeting held Tor that
purpose. on notice as above provided Tor
the holding of the annual meeting OF the
STOCK holders declare such directOrships
vacant and elect their successors, ana IL
shall be the duty of the president or see
reary to call a meeting for that purpose
at the request in writing of ten per cen
tum of the capital stock of this corpora
tiOn then outstanding.
The board of directors shall have power
to adopt bylaws for the government or
this corporation and to alter, amend anu
abolish the same at its pleasure at any
general or special meeting of the board,
and no previous notice OF any intention
TO alter, amend or abolish the Dy-ia"s
shall be required.
The first board of directors shall be Gem
posed OF Herbert W. Kane, Mrs. Ruth '.
Kane, Robert L. Pender and Mrs. Mary
King Kane. whose pOstOffice addresses
appear above, with Herbert W. Kane as
president. Robert Il. Pender as vice-presi-
dent, and Mrs. Ruth V. Kane AS secretary
and treasurer who shall hold their Offices
and exercise their functions until the an
nual election to be held on the first Mon
day in May, 1922, or until their successors
are duly elected and qualified. subject TO
the conditions hereinabOve provided.
ARTICLE yI-This act of incorporation
may be modified. added to, or changed,
or said corporation may be dissolved III
the manner provided by the laws of the
State of Louisiana, and ut the time such
action is taken. and whenever this corpora
ton is dissolved. either by limitation or
otherwise, its affairs shall be liquidated
by three liquidating commissioners TO De
elected at a general meeting of the stock
holders called for the purpose of voting on
the question of liquidation, or thereafter.
and in case of the death or resignation of
any of the said commissioners, the sur
viying or remaining commissioner or com
missiORers shall continue TO act; ana IN
'aSe of death or resignation of all of them, \
three or more commissioners shall be elect
rd by the stockholders to complete the
liquidation.
All meetings of the stockholders and di
rectors shall be held in New Orleans at
the office of the company, or If ii has no
office, at some other accessible place or
business, and any or all notices provided
by law or this charter to be given to
stockholders or to directors may be waived
by the unanimous consent of the stock
holders or directors, respectively, except
As otherwise provided by the laws of the
state of Louisiana.
ARTICLE Vino stakeholder shall
ever be held liable or responsible for the
contracts or faults of this corporation III
any further sum than the unpaid balance
due the company on the shares of stock
subscribed for by him, nor shall any in
in the organization of this cor
pOratiOn have the effect of rendering this
charter null. or of exposing any stock
holders to any liability beyond such I'M
paid balance due on said stock.
In order that this charter may also
serve as the original subscription list re-
luired by law, the subscribers TO this act
IF incorporation have also written oppo-
site to their respective names their respec- |
tive addresses and the amount of capital
stock of this corporation subscribed for
by each of them.
The subscription of Herbert W. Kane to
ninety-ei 1881 shares of the capital
stock in this corporation, valued at nine
thousand and eight hundred (s9,S00.OO)
dollars, consists OF, and is to be paid for
In full by the sale and transfer to this
corporation by Herbert W. Kane of the
Marine Hardware, Engine Manufacturing,
Machine shop and Boat Fitting Business,
conducted by Kenner Brothers
1t No. 1926 Camp street, New Orleans now
owned by said Herbert W. Kane through
purchase from Kenner Brothers, together
with the entire good will of said business
details and description of said property !
and business, together with the appraise |
ment thereof by the board of directors, is |
all more fully set forth on the inventory |
and statement annexed hereto and made a
part hereof.
Thus done and passed in my Office in |
the City of New Orleans, Parish and State |
on the day and in the month |
and year first above written, in the pres |
ence of James Henry Bruins and Jeanne
Hatrel competent witnesses, who hereunto |
and me, notary, after due reading of the |
whole
Witnesses: Jas. Hy. Bruins, ]. Hatrel.
ORIGINAL SIGNED):
Mrs. Ruth V. Fender, 40 shares, 5644 |
Hawthorne Ave, New Orleans, La; Mrs. |
Mary King Kane, l share, 5000 Hawthorne
Ave-, New Orleans, La; ii. W. Kane 9S |
shares, 332 Charities St., New Orleans, La. ;
Robert T. Fender, l share, 431 Carondelet |
VIM. J. HENNESSEY.
Notary Public. |
Representing Felix J. PUG, rotary public, |
now absent on leave. |
i, the undersigned Recorder of Mort |
cages, in and for the parish of Orleans. |