The herald. [volume] (New Orleans, La.) 1905-1953, 1921-09-29

CHARTER OF NhPOLEON AVENUE
HOLDING CO. INC.
state of Louisiana. Parish of orleans.
City Of New ORLEANS. BE il shown that on
this 10Th day of September. in the year
ono thousand. nine hundred and twenty
one before me William Waller Young,
notary public. in aud for tho Parish If
Orleans. stat" 81 Louisiana. duly commits
stoned and qualified and in the presence
of the witnesses hereinafter named and IN
d"r~iGu"d. personally came and dpl'Ir'd'
the several persons whose names are here
uuto subscribed. all above the full az" 81
majority. VINO S"vcrally declared. that
availing Themselves of the laws of The
STATE of Louisiana, and especially tn" laws
relative to ia" organizations ot corpora
tion>. they have cuvenanted and agreed
to bind form and constitute themselves,
A. well a. all such other persons a. may
hereafter join or become associated with
them. into Il corporation and body pOlt'
in law. for the objects and purposes aud
under the articles. agreements and >tlpu-
latiun> following. jo-wit:
ARTICLE The name. style and title
Of this corporation shall be- Napoleon AN'"
nue. Holding CO. Inc. aud under that name
il shall have and enjoy all the rights. al
vautage> aud privileges granted 10y law To
corporations. and shall exist for the full
term aud period of ninety nine years from
Ibis DAY Ii shall have power to contract.
sue aud be sued to make and use cor
pOrate seal. and the same {" alter ana
break at pleasure; to hold. receive. lease.
purchase. sell and convey, aS well a. mort
gage. hypothecate and pledge property,
real personal and mixed, corporal and
inCorpOreal; 10 namr and appoint Such
managers. directors. officers. agents ana
other employees as its interest and con
venirnre may require, and to make and
establish. aS well alter and amend.
from time to time. such bylaws, rules and
| regulations as may b" necessary ana eN,
pedirnt for the proper management ana
government of the affairs of this corpora
tiOn.
ARTICLE 1.-THE domicile of this cor
poratinn j. hereby fixed in the city of
New Orleans State of Louisiana. and all
| citations or other legal process shall be
| served upon the president of said corpora
| ton. or. IN his absence, upon its secretary.
| ARTICLE III-The objects and purposes
| of this corporation and the nature of the
| bu Snes> TO he carried on by it. are hereby
| declared To be: To acquire i'll the city
| of New Orlaau< certain real estate, which
| said real estate 50 acquired is to he sold
| and transferred AT thu same price AT which
| Il il purchased. tn any person. persons or
| corporation. provided the said person, per
| sons or corporation binds and ohligates
| itself to build and operate IA hospital there
| on. if. in the event however. no person.
| persons or corporation is willing to take
| title 10 said real estate under the terms
and conditions hereinabove name'l, with
| In five years from the date OF this incor-
| pOratiOn. then and in that event. the said
| real estate 80 acquired il to b" sold I"
| the best advantage; and generally To do
and perform al; things pertinent and Incl
| dent and which may he proper aud nec"S
| Sary to carry out and execute the objects
and purposes of this corporation.
ARTICLE IV-The capital stock of thi,
| corporation is hereby fixed at the sum OF
one hundred thousand (SIW.OO0O0D dol
| lars. divided into and represented by one
thousand (l.0OOl shares of the par value
Of one hundred CS1O0OOl dollars each said
stock shall be- paid for when and in such
nStallmpnt> directed by the board al
directors The capital stock of this cor
poration may he increased to the sum oi
one hundred fifty thousand dollars.
ARTICLE V-An tne corporate power,
of this corporation shall be exercised by :
| board of directors consisting of three
| stockholders. Il majority of whom. either
present in person ar represented by proxy
| held by another director. shall cOnStitut,
Il quorum for the transaction Of all bust
| ness, Th' budrd of directors shall elect
| annually from their number president.
| vice president and Il secretary and treas
urcr. The board of directors may join
| the Offices of secretary and treasurer and
| may eject one person to hold both offices
| or may elect a person who il not Il stock
| holder for the office of secretary. The first
| board of directors shall consist of tire,
| stockholders. and shall he composed ri
| George ii. Terriberry. W. r. lrby and
| James W. Smither. with the said GrorS,
| ii. Terriberry as president: w. Il. Irby
aS ViCp-prcSident. and JAMES W. SmitheI
| as secretary treasurer; no compensation
shall he paid to any of the officers of this
| corporation.
The post office addresses of said dircc-
tors are as follows: George II. Trrriberry
| 1881 Polymna Street. New Orleans. La.
W. Il. Irby. 914 Canal Street. New Orleans
fhnr igbV Al
/ Place. New Orleans, La.
| These directors shall serve until tn,
| second Tuesday in September, 1922 or I'M
| til their successors have been duly elected
and qualified. The annual meeting of the
stockholders for the election of directors
shall he held on the second Tuesday OF
September of each year. unless said day
be a legal holiday. and then on the next
| bank day thereafter. Any vacancy occur
ing among the directors by death. resig
nation or otherwise, shall he filled ID!
election for the unexpired term by the re-
naming directors. Each subscriber here
to sets after his name his post office ad
dress and statement of the number %
shares of stock which he agrees TO take IL
the corporation. At all elections ever!
stakeholder shall he entitled to one vot'
for each share of stock stading in his
name on the hooks of the corporation. {,
he east either in person by his writer
proxy. \ majority Of the votes east shall
elect.
| ARTICLE Win the event Of the liqui
dation or dissolution of this corporation
| the stockholders shall elect three liquida
tors from among their number at meet
ing convened for that purpose after fif
teen Cl5) days written notice sent to eacl
ockholder by mail to his last known ad
dress; said liquidators shall have the au
thority to wind up the business and affair
of this corporation. In case of the dealt
of a liquidator. the survivors shall ap
point a stakeholder as successor tn him
| ARTICLE VII-ThiS charter may b.
mod ifie,i.sChanged or altered. or said cor
| pOratiOn may he dissolved, with the aSsen
of stockholders owning two-thirds of thu
entire capital stock. at general meeting
of the stockholders convened for that pur
pose. after fifteen t1jl days written no
, tice shall have been given to each stock
holder. mailed to him at his last know
| address.
ARTICLE NIII-NO subscriber for Stoc
, shall ever he held liable for the contracts
faults or debts of said corporation in an,
further sum than the unpaid balance,
any. due the corporation on the stock 70
which he has subscribed: nor shall an
stakeholder ever be held liable for sue
: