The herald., 1921-07-28

OR LEANS-lir it known. that on this thir-
teenth day of July, in the year one thou
sand. nine hundred and twenty before
me, John Wagner, a notary public, duly
commissioned and sworn, in and for the
Parish of Orleans and City of New Orleans,
therein residing. and in the presence of the
witnesses hereinafter named and under
signed, personally appeared the parties
whose names are undersigned, who did de-
clare that, ayailing themselves of the pro-
visions of the laws of this state relative 10
the organization of corporations, and eS-
pecially the provisions of Act No. 2GI.
passed by the General Assembly of the
State during the year 1914, and the laws
amended thereby. and the laws existing in
this state other than the said Act 26T of
1914. they have cOvenanted and agreed and
do by these presents covenant and agree
and bind themselves, their successors, their
heirs and assigns. to form and hereby
form themselves into and constitute them
selves and their successors a corporation
for the objects and purposes. to wit:
ARTICLE 1.-The name and title of this
corporation shall be SYSTEM DELIVERY
SERVICE INC. and under said corporate
name il shall have all the power and au-
thOrity granted by the laws of this state
and not withheld from corporations.
ARTICLE 1.-THE objects and purposes
of this corporation are declared generally
to be the conducting of a delivery service
for others throughout the Parish of Or
leans and adjacent parishes by any means
of transportation. including the delivery of
merchandise OF all character. Us agents OF
owners thereof. for commission or hire. and
all other business connected Herewith,
growing out of or necessary for the said
objects and purposes; and in so doing, the
| said corporation shall have power to pur
chase real, personal or mixed property of
all kinds, and the same to hold ut their
convenience
ARTICLE UI-The present amount of
capital stock of this corporation is $40
| 10000, divided into 200 shares, of the par
value of $4,000 each, and certificates for
either whole or fractional shares may be
issued; said stock shall be payable either
| in cash or property, in accordance with
the laws of this state
The amount to which the present capital
stock of this corporation may be increased
| is hereby declared to be SlO0OOOO0, to be
| represented by 1000 shares of the par value
L of $4,000 each. and said Increase in capital
stock is likewise to be represented by GER
| tihcates for either whole or fractional
L shares.
All of the capital stock of this corpora
i ton is to he common stock. and this cor
l poratiOn shall commence business, as now
provided by law. Each share of stock shall
| entitle the holder thereof to one vote, to be
east either personally or by written proxy,
| and each fractional share shall entitle the
holder thereof to such fractional part of
| one vote as is represented by his fractional
share of stock.
| ARTICLE Iv-The said stock shan only
/ be partially or cOnditionally negotiable. II
being a condition precedent, and the con-
| ditiOn under which the stock of this cor
poration is subscribed that none of the
stock presently subscribed or hereafter
| subscribed or issued shall be susceptible
| of being negotiated, pledged pawned or
mortgaged; nor shall or car any right be
acquired under any pledge. pawn, mort
gage or hypothecation of such stock, eX-
cepting, first, such pledge, pawn, mortgage
| or hypOthecatiOn be submitted TO the stock
holders of this corporation in meeting as
| sembled, at meeting specially called for
| that purpose, and at which said meeting
tthree-fOurths of the stockholders in num-
Der and amount shall vote favOrably there
| upon, and especially authorize such nego-
l tiation, pledge, pawn or mortgage, The
twhOle to be evidenced only by duly GER
titled copy of the minutes of said meeting,
i bearing the seal of this corporation.
The said stock shall only be partially or
| conditiOnally the subject of sale and trans
/ fer, and no stock presently subscribed for
or issued, or thereafter subscribed for or
| issued. shall be or can be made the subject
| of sale or transfer, except solely after the
subscribers or owners shall first have
| offered for sale to the stockholders and
| owners then holding and owning the bal
/ ance of the stock Of this corporation, the
l stock which the said stakeholder or owner
| desires to sell, which offer must be in writ
/ ing and for term of thirty days, adj
i dressed to this corporation and to the
stockholders of record upon the stock
ledgeA or stock books and records.
1t is further conditioned as a condition
4 precedent to any SALE that the offer for
sale of such stock shall be at a price not
| exceeding the book value of such stock as
/ shown by the books of the corporation at
the time of its inception, IL offered within
one year, or as shown by the books of the
/ corporation at the next preceding annual
meeting. If offered after an annual meeting
and at which price and for said term any
| or all of the existing stockholders shall be
/ entitled to purchase the whole or their
proportional part thereof within the said
term of thirty days,
These provisions and condition as tC
| sale. transfer, resale, retransfer, mortgage
| loan, pawn, pledge or hypOthecatiOn. il
agreed to by all of the subscribers to this
corporation on their own behalf and on be-
half.of their heirs, assigns and successors
and is accepted by them as material pro
| vision and condition of the subscription OF
the stock in this corporation.
| ARTICLE V-NO stakeholder of this cor
poration shall ever be held liable or re
| spOnsible for the faults or contracts of thi.
corporation in any further sum than the
unpaid balance due the corporation on tn,
shares subscribed by him; nor shall any
mere infOrmality in the organization of this
corporation have the effect of rendering thi.
charter null or of exposing a stakeholder
or subscriber to any liability beyond th'
amount unpaid upon his stock.
| ARTICLE VI-The domicile of this cor
poration shall be in the City OF New Or
leans. State of Louisiana, and all citation
or other legal process shall be served OF
absence, on any other officer or agent now
authorized by law TO receive service.
! ARTICLE VII-This corporation shall
exist for a term of ninety mine years, un
less liquidated prior thereto, as presently
4 provided by Act No. 26T of the State o.
| louisiana of the year 1914.
! ARTICLE VIII-All corporation powers
of this corporation shall be exercised solely
by and through a board of directors. to b,
composed of not less than three, nor NOR,
than fifteen stockholders. which said direc
tors shall have the right to vote in person
or by written proxy. The officers of tn,
said board shall be president, a vice
president and secretary and treasurer
and more than one office may be held by
one member of the Board of Directors.
The officers for the ensuing year shall
| be elected Immediately following the pas
| sage of this Act of Incorporation. and shall
hold Office until June 30th, 1922. or unit
4 their SUCCESSORS shall be duly elected and
Iqualifed, the annual stockholders meeting
of this corporation shall be held on the
3Oth day of June of each year. excepting
| when said day shall be a dies non, IN
which event the said meeting shall be held
on the next following day, or on such date
as may be hereafter determined as an adj
Journed date of said meeting so called
All elections are to be by ballot, and
majority of votes cast to elect. and each
share of stock TO entitle the owner thereof
TO one vote, whether in person or By
proxy. and eaeh fractional share to entitlt
the owner thereto to such fractional vote
as his said fractional share bears to one
4 whole share
ARTICLE IX-All checks shall be signed
by two officers of this corporation. and ar
4 contracts shall be in writing and signed