The herald. [volume] (New Orleans, La.) 1905-1953, 1921-08-11
CHARTER.

dnct nrotection service against tnci'; ami Il
bezslement, robbery, dishonesty o n- other Il
,nnSors or distributors of merchandise, az, ~
astohIisb and conduct protection s,ns
against illegal combinations, COM pd,strisi
or violence, Ior turnjsh
nIants and other employees 10 Iui na,'
men for the private policing Of games, Gon
tests or other entertainments, neet ,ssh
or assemblies; and generaliy 10 S n-oner
matters and things necessary anu Fl
1or tho conduct and maintenance OF PR
roto detective agency and protection po
lice bureau in the City OF New Orienhs
and in other cities and States IN this anu
other countries.
ARTICLE Iy-The capital stock OF TINS
cornoration is hereby fixed at the sum OF
sya thousand $4,000 O) dollars, divided
into and represented by 30 shares Oh thn
mar value of $4,000 each, all OF whlch su az
be common stock. The amount OF ure
capital stock may ss no9 e dollars when
duly authorized by the stockholders. Salu
stock shall be paid for either IN cash vi
property actually received by the corpvLa
ton. All the stock OF TINS corp eHsahIe
No transfer Of stock, shall pc DinuIhs
upon the corporation unless mace UPON
its books and all certificates OF stock, shali
be signed by such Officers as 1ne Jaw nh" he
right to sell or transfer his stock or any
part thereof to anyone who Is not STOCK,
holder Of said corporation, unless ne snah
have first offered the same TO the other
stockholders at the book value thereof as
fixed by the board of directors, allowing
Is DAYS for the acceptance or rejection OF
said offer, after which delay only, II the
offer is not accepted. the stockhoider de-
to anyone not a stakeholder. This pro-
vision shall be printed or stamped on the
face or in the body of all certihcates OF
stock.
ARTICLE v-AH OF the corporate pow
ers Of this corporation, shall be vested In
and the maintenance and control Of its af-
fairs shall be exercised by board OF d.
rectors composed Of not less than three,
and not more than five stockholders, each
Of when shall own at least one share OF
stock. Said board Of directors shall be
elected annually at a general meeting of
the stockholders called for that purpose,
on the LIST day of July of each year, be-
ginning with the general meeting to be
held on July LIST, 1928. after due notice
given in accordance with the laws of
Louisiana. Each stakeholder shall be en-
standing in his name on the books of the
company. Said votes shall be cast in per-
son, or by proxy, and majority OF votes
cast shall elect. Said board Of directors
| shall have the power to fill all vacancies
which may occur on the board. even though
no quorum remain at the time such va
| cancies are to be filed. The board Of di-
| rectors, whenever they so desire, or deem
4 HeteSSdTy Sndii also erect IRON among tne
| stockholders the additional number Of d.
| rectors necessary to make up the maximum
| number Of I'VE to constitute said board Of
| directors as hereinabove stipulated. Fail
ure to elect the board Of directors on the
| day above specified shall not dissolve this
| corporation, but the board Of directors
| then in office, shall continue in office until
/ their successors are elected and qualified.
| The board Of directors shall elect from
/ among their members a president, vice
/ mr. n r.
| Any director absent from meeting may
be represented by any other director oy
| written proxy, who may cast the vote OF
the absent director. The Office OF treas
urer may be combined with that OF the
president and The vice president may also
be the general manager of the corpora
ton.
The board Of directors shall have the au~
thority to make and establish, as well as
alter and amend, all bylaws, rules and
regulations for the proper management
and conduct Of the business and affairs OF
the corporation, and shall have power TO
issuing of notes or other evidence Of In
debtedness, and the execution OF mort
cages and generally to do all things ne
cessary or convenient for the proper carry
ing on of the business of the corporation
The board of directors. or such officer
or manager as II may designate. shall ap.
point such clerks and other employees OF
said corporation, as may be necessary for
| the business, anu S0dll ulSIlIss tut sdht
and the tenure of employment of all OF
such clerks and employees shall be during
| the pleasure Of said board. They shall
also fix the salary Of all clerks and EN-
ployees.
Until the general meeting of the stock
holders for the election Of directors, to be
held on the LIST day of July, 1923, or until
their duly qualified successors are elected
and installed. the board Of directors shall
| be composed of: Forrest c. Pendleton
whose post Office address Is 4750 Art
| Street, New Orleans. La; Wheaton c. Still
son. whose post Office address Is 1905 st
} Charles avenue. New Orleans. La: Hugl
NJ Wilkinson. whose post office address
Is 1855 Hawthorne Avenue. New Orleans
La. with the said Forrest c. Pendleton
as president and treasurer, the said Whea
ton c. Stillson, as vice-president and gen
. ersi manager. and the said Hugh NJ. Win
kinson, as secretary:
ARTICLE VINO stockholder or sub
> scriber for stock shall ever be held liabl
!, for the contracts, faults or debts Of thf
{ corporation in any further sum than IN
on the stock for which he has subscribed
. nor shall any stakeholder ever be he'll
| liable for such contracts, faults or DEBT
in any further SUM than the unpaid bal
ance, II any. on the stock owned oy MN,
zatfon have the effect Of rendering thi
| charter null or of rendering any subscribe
: liable beyond the unpaid amount, IL an,
l remaining que on MS stOch
ARTICLE VII-All stockholders meet
|, ings shall be held in accordance with tn
laws Of the state OF Louisiana. and TIL
= charter may be amended or the corpora
: ton dissolved as provided by the laws q
this State.
r ARTICLE vIII-In the event Of III
a liquidation or dissolution of this corpors
e ton, the stockholders shall elect thrt
e liquidators from among their number,
? a meeting convened for that purpose
v accordance with the laws Of this Stat
r Said liquidators shall have the authorit
h to wind up the business and AFFAIRS Of thi
l. corporation. In the event Of the death Z
resignation Of any Of said iiquidators. tn
y successor to him.
g ARTICLE kit Ia hereby stipulats
III that should the said Forrest c. Pendleto
. or the said Wheaton c. Stillson, dispo,
= Of all Of his stock In. and be no long,
r connected with, this corporation, in an
u manner, shape or form, directly or ind
: rectly, and desires his name eliminate
q from the title of this corporation, he sha
0. notify the board of directors, in writin
te to that effect. and the said board sha
e thereupon, and within the least possib
d delay required by law. call a meeting
8. the stockholders for the purpose Of cham
te ing the name Of the corporation so as
y eliminate therefrom the name Of the sal
p Withdrawing stakeholder. This provisiC
ic shall be binding upon the present
q perpetrators and upon all future stockhol
L ers of this corporation, and this provisic
IL in the body of all certificates of stock !
q, sued by the corporation.
ii ARTICLE X-The subscribers here
Of have respectfyely written opnosffe the