The herald. [volume] (New Orleans, La.) 1905-1953, 1921-09-01
CHARTER.

| To engage in the business or furhlshihs
| private detectives and agents ior So
| service work to persons, firms ana corPoIa
| lions reOuiring such services; to make III
! yestigations. for hire, of crimes, OF pus.
| ness Irregularities of hnanclal creGIt "a
/ ings and other matters usually in'ss
| gated by detective or ihVesusatlIis
| agency: to establish, operate and maintain
| y system of private watchmen, ana TO hILe
| such watChmen to persons, nrms anu eoI 8
| porationS for the care ana proleCIiOh y.
| their property against loss by nre' lhcil
| or other casualties; to establish and con-
duct protection service against inert; en- i
| bpzzlement robbery, dishonesty or lntni-
cheney of employees, for stores or other
| vendors or distributors of merchandise 10
| establish and conduct protection service
against illegal combinations consphacleS;
| interfeTences or violence, for industrial
| plants and other employees; TO FURNISH
/ men for the private policing of games, con
/ tests, or other entertainments, meetings
| or assemblies; and generally TO 40 such
matters and things necessary ana proper
faS the conduct and maintenance OF pm
y.te detective agency and protection pO-
lice bureau. in the City of New orleans
and in other cities and States in this and
other countries.
! ARTICLE IV-The capital stock of this
| corporation is hereby fixed at the sum OF
! ive thousand ($5,000OO) dollars, divided
/ into and represented by 80 shares OF the
! par value of $4,000 each. all of which shalI
! be common stock. The amount OF the
! capital stock may be increased to the sum
! of fifty thousand ($JO,OOOOO) dollars, when
! duly authorized by the stockholders. SAID
| stock shall be paid for either in cash or
property actually received by the corpora
1 tiOn. All the stock of this corporation
| shall be fully paid and non aSSeSsabIe.
No transfer of stock. shall be binding
upon the corporation unless made upon
its books, and all certificates of stock, shall
be signed by such officers as the law may
require. No stakeholder shall have the
right sell transfer his stock
part thereof to anyone who is not stock
holder of said corporation, unless he shall
have first offered the same to the other
stockholders at the book value thereof as
fixed by the board of directors, allowing
10 days for the acceptance or rejection OF
said offer, after which delay only, If the
offer is not accepted, the stakeholder de-
string to sell his shares, may sell the same
to anyone not a stakeholder. This pro-
vision shall be printed or stamped on the
face or in the body Of all certificates OF
stock
ARTICLE V-An 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 a board of di-
rectOrS composed of not less than three,
and not more than five stockholders, each
of whom 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-
held on July LIST, 1923, after due notice |
given in accordance with the laws of
Louisiana. Each stakeholder shall be en-
Titled TO one vote for each share of stock |
standing In his name on the books of the |
company. Said votes shall be cast in per-
son, or by proxy, and a majority of votes |
east shall elect. Said board of directors !
small have the power to I'LL all vacancies ]
which may occur on the board. even though |
no quorum remain at the time such va |
cancies are to be filled. The board of di- |
rectors, whenever they so desire, or deem |
necessary shall also elect from among the |
stockholders the additional number of di- |
rectors necessary to make up the maximum |
number of five 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 president, vice
president, a secretary and treasurer. /
Any director absent from a meeting may |
be represented by any other director by |
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
De the general manager of the corpora
ton.
The board of directors shall have the au-
thorlty to make and establish, as we'll Al
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
the borrowing of money and the |
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 1t may designate, shall APP
point such clerks and other employees of
said cor 2oration, as may be necessary for
the business, and shall dismiss the came:
ana the tenure of employment of all of
such clerks and employees shall be during
the pleasure of said board. They shall
also NIX 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
-helr duly qualified successors are elected
ana installed, the board of directors shall
De composed of: Forrest G. Pendleton
whose post office address is 1850 Arts
street. New Orleans, La; Wheaton C. Still
son, whose post Office address is 32O5 ST |
,haries avenue, New Orleans. La; Hugh
s $3.50 Hawthorne Avenue, New Orleans |
La, with the said Forrest C. Pendleton
Is president and treasurer, the said Whea-
on Z. Stlison, as vice-president and gen.
.;a manager, and the said Hugh NJ. Win
Nlhson' as secretary:
D. .
'criber for stock shall ever be held liable
or the contracts. faults or debts of this
corporation in any further sum than the
lnpaid balance, If any, due the corporation ,
IN the stock for which he has subscribed :
LOT snail any stakeholder ever be held
labIe for such contracts, faults or debts
n any further sum than the unpaid bal
ince, II any, on the stock owned by him
Tor shall any mere informality in organi
iation have the effect of rendering this !
harter null or of rendering any subscriber
lable beyond the unpaid amount, il any. /.
due on his stock
ARTICLE VII-All stockholders meet !
ngs shall be held in accordance with the
avs Of the state Of Louisiana. and this !
harter may be amended or the corpora !
his State.
ARTICLE VIII-In the event of the I
liquidation or dissolution Of this CORPORA
ION, the stockholders shall elect three /
lquidators from among their number. at
meeting convened for that purpose in c
ccordance with the laws of this State q
'ald llquidators shall have the authority e
o wind up the business and affairs of this .
corporation. In the event of the death or I
eslgnation OF any Of said liquidators. the I
urV1v0rS shall aDDOint a stockholdar a.