The herald., 1921-08-18
CHARTER.

in print on the lace VI the a. r.
Stock issued by this corporation 10 De
binding upon each and every person, no"
or hereafter becoming a stockholder hereih'
An nledges. hypothecations or otner IN
cumbrances Of said stock or oealhes W.
reference thereto shall be SUBJECT u sdiU
provision. -, ..oL of
Tho holders of the preferred STOCK Oh
This corporation shall be entitled 10 re-
ceive from the surplus or net proItS. VI
the corporation such yearly cumuiaei ~,
dividends as the Board OF directors may az
detrmine upon. provided 1t shall not De
loss than eight per cent $50. NO diVl-
dend at all shall be paid to the holoers
of the Common Stock of this corporation
until the preferred stock shan nave re
ceived dividends equalling. In the aggre,,
gate the sum total of the par value OF
said stock Thereafter the net protlts
shall be divided equally between the pre-
ferred and common stock, in amounts "
be fixed by the Board OF Directors, TO pe
paid at periods to be also determined ny
the Board. . .A,.
ARTICLE v.-All the powers OF this
corporation shall be vested In board OF
Directors to be made up OF not less tham
three nor more than seven Directors All
of whom shall be shareholders in TINS cor
corporation: The exact numper oi "a
rectors within said limits shall be flxed
from time TO time by vote OF the STOCK
holders at the annual meetings or at any
special meeting called for that purpose
provided that in the interval between
Stockholders meetings the Board may
elect additional Directors within the lin.
it's mentioned. II the stockholders shall
not have elected them. majority OF
the Board shall make up quorum. The
Board shall be elected annually at a
stockholders meeting. which shall be held
each year at the office Of the corporation
on the last Wednesday In June OF each
wear Tor, II that be a legal holiday, then
the next legal day., after notice to each
stakeholder sent by mail at LEAST fifteen
15) days prior to the date fixed for the
meeting. addressed to his last designated
post office address; and IL he has desig,
mated no such address. IL shall be mailed
TO him in care of General Delivery al
New Orleans. Special meetings OF stock
holders may be called by the Board al
any time provided the same kind OF
notice shall precede the holding OF such
meetings; at all times notices may he
waived by unanimous consent OF all stock
holder0 Each stakeholder shall be en-
titled to one vote for each share of stock
standing in his name on the books of the
corporation, to be cast in person or by
proxy, and a majority OF the votes cast
shall elect. Failure to elect Directors or
the day fixed shall not dissolve the cor
shall continue TO serve until their success
sors are elected. The Board shall have
power to fill all vacancies which may
occur in any manner. even though NJ
quorum remain at the time such vacan
cies are to be filled. The Board shall
elect from among their number a Presi
dent. Vice-President, and a Secretary
Treasurer. The Board may dispens'
with any OF said officers; may combine
or separate any Of them, and II may cleo
such other officers as they may thinl
proper or convenient for the carrying OF
Of the Company's business; and IL may
provide that such officers may not b.
members of the Board Of Stockholders
and they shall fix all salaries Of its of
ficers. agents and employees. At an!
meeting Of the Board Of Directors, an!
be represented by any other Director Wit
may cast the vote of absent Director &C
cording to such instructions as he ma!
receive in writing from such absent Di
rector The Board of Directors shall hav
authority to make and establish, and alte
and amend. all bylaws, rules and regu
| lations necessary and proper for the sup
! port and management OF the business ant
affairs of this corporation; and they
| shall have power to authorize the borrow
| ing of money and to issue notes and tn
execution of pledges and mortgages AM
generally to do all things necessary o
| convenient to properly carry on the bust
ness of the corporation.
| Until n general meeting OF the stock
holders for election of Directors shall b
held in the year 1922 rs herein provided
or until their duly qualified successor
are elected and installed. the Board o
| Directors of this corporation shall consis
| Of Ralph A. Keaton. of ElDorado. Arkan
Street. New Orleans. La: and Harry W
| Bechtell. No. 100 Fern Street. New Or
leans. La. Of whom Ralph A. Keaton shal
be President; Addison G. Darden shal
Reehtell shall be vice-President. TIL
| Board so named. or any succeeding Board
may select additional Directors, with
the limit prescribed above. If such tota
limit shall not have been filled by tn
| stockholders.
ARTICLE vI-This act Of incorpora
ton may be amended or changed, or tn
cOrp0fation may be dissolved, by a vot
of two-thirds of the entire capital stoc
present or represented at a general meet
ing called for that purpose previous nc
tice of such meeting having been give
as hereinabove required for annual meet
ings.
ARTICLE Wifi this corporation sha
be dissolved, whether by limitation or 70
any other cause. its affairs shall be I
quidated by three commissioners appoint
ed' at a meeting Of stockholders convene
for the purpose Of liquidation and elect
ed by the vote Of all the stakeholder
voting. Said liouidators shall stay |
shall have been settled and liquidated. an
they shall have full power and authorit
to transfer and give title to all the prol
erty and assets of the corporation an
to distribute the proceeds. In case
death. resignation or otherwise Of a
auidator. the vacancy shall be filled b
the survivor or survivors.
ARTICLE VIII.-No stakeholder sha
be held liable or responsible for Il
contracts or faults of said corporation
any further sum than the unpaid balan,
due by him on the shares Of stock owne
by him; and no mere informality in org
nization shall have the effect Of renderir
this charter null or Of exposing any stocl
holder to any liability beyond the unpa
part due by him on his stock
That this charter may serve as the OF
ginal subscription list the subscribe
hereto have indicated opposite their respe
tive names. the number Of shares of sto,
subscribed for by each.
THUS DONE AND PASSED, in the CT
OF New Orleans. the day, month and We
first above written. in the presence
: Russell Pool and Ethel Heatherly, COZ
petent witnesses. residing in this Cit
who have hereunto signed their nam
. reading OF the whole
(ORIGINAL SIGNED). A. q. Darde
) 70 shares preferred stock. R. A. Keato
80 shares preferred stock. H. W. Bee
tell, 8 shares preferred stock. Hen
Schaffnit, shares preferred stock. w.
Packard. shares preferred stock. c. Fl
) ton. by A. g. Darden, 8 shares preferr
stock. @. c. Darden, by A. @. Darde
shares preferred stock. L. e. Gouns
! one share preferred stock. W. +. Darde
by A. @. Darden, 51-2 shares preferr
stock Robt. Darden. by A. q. Darde
Z 1-2 shares preferred stock. A. n. Darde
ny A. q. Darden. 8 shares preferred stoc
, preferred stock.
: Russell, Pool. 3. Heatheriy.
, HENRY L. SARPY.
81 Not Pu