The herald. [volume] (New Orleans, La.) 1905-1953, 1921-09-08
CHARTER OF VOGEMANN-GOUDRI
Co Nc

NbJdiN hPli'.
Sept S-Oct. IL.
CHARTER OF Observation-Disclosures
CO., INC.
United states of America. State of Louis
lana, Parish Of orleans. City of New Or
leans. Ee it known thar on this 9Th day of
the month of September in the year of our
Lord one thousand. nine hundred and
twcnty-One, and of the Independence of
the United States of America. the one hun
dred and forty-SiNth. before me. Stamps
Farrar, q notary public, duly commits
stoned. sworn and qualified in and for
the Parish of Orleans. state of Louisiana.
therein residing. and in the presence of
the witnesses hereinafter named and I'M
derSignpd. personally came and appeared.
the several persons whose names are here
unto subscribed who to me Severally de-
clared that, availing themselves of the laws
of the State of Louisiana in such eases
made and provided and particularly with
the provisions of Act 26T of the Acts Of
the General Assembly of the State of
Louisiana for the year 1914. as amended.
they have covenanted and agreed and do.
by these presents. covenant. agree and
bind themselves. as well as all such per
sons as may hereafter join or become as
ISOLATED with them, TO constitute and form
q corporation and body polite in law for
the objects and purposes and under the
articles and StipulatiOnS hereinafter set
forth and expressed which they hereby
adopt as the charter of this corporation,
tO-wit:
ARTICLE THE name ana STYLE of this
corporation shall he "NOgemanu- GOudriaan
Co. Inc.," and under its said corporate
name il shall have and enjoy corporate
existence and succession for the full term
and period of ninetv-nine 1891 wears from
and after the date hereof; it shall have
power and authority to contract. sue and
be sued: to make and use corporate seal
and the same to alter and break at pleas
urr: to hold. receive. lease, purchase and
well = no
cate property real, personal and mixed.
corporal and incOrpOreal; to name and
appoint such managers, agents. directors
and officers as its business interest and
convenience may require and to make and
establish, as well as alter and amend. from
time TO time, such bylaws, rules and
regulations for the proper government of
the affairs of said corporation as may be
necessary and proper.
ARTICLE 1.-THE dOmicile of said cor
poration shall be in the City OF New Or
leans. State of Louisiana, but ii may es-
tablish offices and agencies throughout
the United States of America and foreign
countries and all citations or other legal
process shall be served upon the president
of said corporation, or, in the event of his
absence. upon the vice president thereof
or in the absence of both of said officers
upon the secretary thereof.
ARTICLE III-The objects and purposes
for which this corporation is organized
and the nature of the business to be car
carrying on of general steamship steve
dOring. commission and brokerage bust
ness; the hiring and chartering of boats
and the carrying of freight and passengers
and acting as agents for ships or the
owners or charterers thereof: TO build. buy.
sell, equip, operate, own, maintain. hire,
! and charter steamships, steamboats,. sail
ing boats. barges and vessels of all classes
and descriptions, propelled by sail. steam.
electricity or other power; to use and
operate the same in business. trade. COM
merce or navigation upon the ocean or
upon any seas, estuaries, sounds CULTS.
harbOrs, lakes, rivers or other waterways.
and to furnish facilities for towing, lighter
age and transportation upon such waters;
and generally to do and engage in any
other business. undertaking or enterprise
connected with, growing out of, incidental
or germane to any of the objects and pur-
poses hereinabOve set forth or cOntem-
plated ing this charter.
ARTICLE IV-The capital stock of this
corporation is hereby fixed at the sum
of ten thousand dollars (S10.0OOOO) divid-
ed into and represented by one thousand
shares (1OO0) of stock of the par value
of ten dollars $4,000 each. Said stock
shall be paid for in cash, at such time. in
such amounts and after such notice to the
subscribers may be fixed by the board
OF directors. or the same may be issued al
not less than par for labor done or pro-
ton.
This corporation shall become a going
concern and shall be authorized to do bust
ness as soon as One-half of its capital
stock shall have been subscribed and paid
for
The amount to which the capital stock
of this corporation may be increased shall
be the sum of one hundred thousand dol
lars (S10O,OOO.OO).
ARTICLE V-An OF the corporate
powers of said corporation shall be vested
in and exercised by a board of directors
TO be composed Of not less than four (4)
s,tockh1lders, a majority Of whom at any
time shall constitute a quorum. Said di-
rectors shall be elected annually on the
second Monday in September in each year
except the first board appointed in this
charter. who shall hold their offices until
the second Monday in September 1922
All such elections shall be held by bal
lot and conducted at the office of said
corporation under the supervision of three
t5) commissioners to be appointed by the
board of directors. Notice of such cleo
tons shall be given by the secretary of the
company by written notice thereof de-
ilvered personally or by depositing same
IN the post office, properly addressed to
each stakeholder, at least thirty 1901 davs
preceding each meeting.
At all such elections and at all corporate
meetlhgs every stakeholder shall be en-
tltled 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 his
written proxy and majority of the votes
cast shall elect
rectors by death, resignation or otherwise
shail be hlled by election for the remainder
or the term by the remaining directors
a failure to elect directors on the date
ABOVE specified shall not dissolve the cor
poration nor impair its corporate manage
ment: but the directors then in office shall
remain In office until their successors are
elected and qualified
The board of directors shall elect from
their own number a president and A vice
president They shall also elect a secretary
and treasurer. Each director shall have
the right to name and appoint a proxy to
act for him at all meetings of the board
OF directors. They shall have power and
authority to appoint a general manager to
conduct the business of the CORPORATION
under such authority as may be granted
by the board Of directors. from time 10
time. and they may. from time to time
name and appoint all such other officers
and agents as may be deemed necessary
for the purpose and business of the cor
poration. They shall have power to fix
and define the duties of every officer and
employee and all officers and employees
shall hold office and employment at the
pleasure Of the board.
The board may make and establish as