The herald., 1921-09-29
CHARTER.

phIe IN act as real estate and insuraur,
agents in all of their branches. 10 enter
into make, perform and carry out con
tracts of every kind for any lawful IIr
uose with any person, firm or corporation
or association as far as the same may b,
necessary and incidental to carry out u,
purposes of this corporation. To have
one or more Offices to carry on or conduct
any of IFS operations and business, 10 pun.
chase or otherwise acquire, hO.d. own
mortgage, sell convey or otherwise d.
pose of, real or personal. mOyabi" or Im
movable property of every class and Dc.
scription in any Of the states district, tor
ritories. or colonies OF the United Sta'r-
and in any and all foreign countries, sub
ieCt to the laws Of such state, District, ter
ritorv, colony or country; to sue and b.
sued in its corporate name, to make and
use a corporate seal, the same To alter
or break at pleasure. To name and APP
point such managers, directors, officers,
clerks or agents as the interest and con
veniece of said corporation may require,
and through its board of directors to make
and establish such bylaws and rules and
regulations for the proper management
and regulation of the business and affairs
of said corporation, as may be necessary
and eXpedient; and the same 10 alter and
change at pleasure, and to generally do
any, all and everything pertinent to, or
in anywise incident or necessary for said
pun poses or business of the corporation.
without limitation or restriction by refer
ence. inference or otherwise, the objects
and purposes herein set forth being con
sdered, construed and interpreted both
as TO objects and powers. To exercise
and enjoy all powers, rights, and priyi-
legeS of whatever nature are now
granted under the law of the State of
Louisiana as well as such as may here
fter be granted to corporations of this
character. Said corporation may eXer-
else its corporate powers in any other
state or territory i'll the United States
or foreign country that shall permit the
4Tftn md ma arfts my nd oil af . IIg.
above powers and any additional powers
rights or privileges that may be granted
TO corporations of this character by the
laws of Cucn state, territory or country
To carry on any and all business enter
IriseS, the same as a natural person.
ARTICLE IV-The capital stock of this
corporation is hereby fixed at the sum of
three hundred and fifty thousand dollars
tS3JO0O0O0) divided into twenty five thOus-
and dollars (S2J,OOOOOJ Of common stock
and three hundred and twenty-five thouS-
and dollars 1925, 10000 of preferred stock
all at the par value OF one hundred dol
lars (SlOOOD per share.
All stock subscribed for shall be pa
able on such terms as the board of di-
reCtCrs may determine.
This corporation shall be a going con
cern and may commence business as soon
as nifty per cent of the said capital stock
shall have been subscribed and fifty Der
cent of the amount thereof actually paid
i'll.
All transfer of stock shall be made on
the books of the corporation by surrender
of the original certificates properly IN.
dorSed for cancellation by the stakeholder
in whose favor said stock is issued. or ty
his duly authorized agent in writing
The preferred stock issued may be- in
creased to one million dollars (Sl.OgO,-
WUW), but no preferred stock shall enjoy
voting powers, provided the increase is
voted for, at meeting duly called, by
tWo-th1rds of all the common stock
ARTICLE V-The common stock shall
have the complete and exclusive control
of the affairs of said corporation, and the
exclusive right to vote at all stockholders
meetings.
ARTICLE NI-Preferred stock shall be
entitled by preference TO a dividend on
stock or, eight per cent non-accumulative
and any excess of profits over that amount
shall be apportinOed and paid to the COM
mon stock up TO eight per cent. Any ex-
cess, after apportiOning dividends as afore-
said, shall be divided and appOrtioned
equally between the two classes of stock
ARTICLE VII-All the corporate powers
OF this corporation shall be vested in, ana
exercised by board of directors 10 be
elected Annually composed of not less than
three, nor more than eleven members who
shall be bona fide owners of common stock
standing in their names unpledged and IN
lncumbered.
A majority of the said board shall cum
sttute quorum for the transaction Of
business.
Until the thlId Tuesday in August, 1892
the Following named persons shall con
stltute the board of directors of this cor
poration. to-wit: Edward Il. Stafford. L.
w; rawlings, Anthony Russo.
All elections shall be by ballot, and each
noider OF common stock shall be entitled
standing in his name on the books of the
the vote to be cast in person
OF Dy proxy; it shall require a majority of
s'3ck present or represented to elect
me third Tuesday of the month of August.
oi each year, or on the 3rd Tuesday of
august, 1872. or at any other time here
a az snail not work a forfeiture of this
snail remain in office until their success
sors are elected and assume duties.
me onlcers of this corporation shall
conslst OF president, vice president and
ana treasurer, and the board NAV
combine the Office Of secretary and treas.
lTer SO that same may be held by one and
me same person. Until the election in
r. the following persons shall constitute
otaHerd president; l.. W Rawlings vice
lrer. SAe'' 'iedS
ARTICLE VIII-Stockholders' meetings
,.ner IMAM that for elections annually of
members of the board, NAV be held whom
ever ordered by the board of directors. or
requested by 35 per cent of the ont !
standing common stock
n Nvtice OF such meetings shall be given
~ tne manner required By law by per !
sonai notice to each common stockboider
9y depositing in the mails, properly ad. |
iressed, written notice of the meeting so
NAT each common stakeholder shall have
~ least 10 days notice thereof Common
'tockholders may, however, waive written
io.iGe ana appear in person or by proxy.
ARTICLE IX-This charter NAV he
amended, modified or altered with the |
,ponseht OF two-thirds of the amount of |
ne common stock, present or represented |
~ any general meeting of said corpora- |
ION convened for such purpose after due
ioIlce as hereinbefore provided for. ANY
,4u , an meetings whether for the purpose |
:, :, nquldatlon or for any other purpose,
, nsn pe ned at any time without notice by |
,ra;HiouS consent of all stockholders, in !
'riuhg hied with the secretary.
ARTICLE X-This CORPORATION may no
iIssolved and its affairs liouidafed whom
yer IN the judgment of the majority Of
y whole board of directors n shall he |
ieemed advisable, If ratified by a two.
nirus vote of all common Stockholders
II oy the consent, in writing. of ali of
ne outstanding common stock. in which
ven. no meeting shall be necessary.
nenever this corporation is dissolved
or any cause, its affairs shall be liouidated
Ihuer the superintendent of three com
nun stockholders to be chosen for that
o,n pose Oy majority of the outstanding
mn on STOCK. They shall remain in office
nj nun Ine aHairs of the said corporation
aso ~ We .h up and fully liquidated In