The herald., 1921-04-07
CHARTER.

roration on the shares of stock subscribed
by him, nor shall any mere informalitY In
organization have the effect OF rendering
this charter null. or of exposing any share
holder 10 any liability whatsoever.
This corporation shall not engage IN
business until four thousand 10000 shares,
or four hundred thousand tS4oO,OVOOo) dol
lars of the capital stock shall have been
subscribed, and four thousand (iWo) |
shares or four hundred thousand (SioO.-
100000 dollars of the capital stock SHAH
have been issued and paid in, in cash,
property and goodwill. II any stock OF |
this corporation is exchanged. either IN |
whole or in part, for property or goodwill !
in that event the provisions Of Section |
of Act 267 of 1914, shall be complied with |
strictly.
ARTICLE v.-Al the corporate powers !
of this corporation shall be vested IN and |
exercised by a Board of Directors COM |
posed of six stockholders. each of whom !
shall own in his own right. during his !
term of Office. at least one full paid Shar"
of stock, four "a of whom shall con !
stitute a quorum for the transaction of
business.
The officers of this corporation shall con
siSt of a President Nice-Pr,>ident and
Manager Secretary and Treasurer, all OF
whom shall he members Of the Board Of
Directors. The offices of Secretary and
Treasurer may be combined i'll one and
. the same person.
! The following named persons shall con
stitute the first Board Of Directors, to-
wit:
John s. Waterman. ST., No. 1865 Dufossat
St. New Orleans La, William Waterman,
/ No. 1907 Prytania St. New Orleans. La.
John ). Waterman, Jr., No. 2329 Robert
ST. New Orleans. La; Oran {. Barilleau.
/ No. Il Stouc ST, New York " y: Albert
I Trcpagnier. No. 1141 Prytania St. New
Orleans. La; William +. Mele. No. 3Il5 y.
| Rampant ST.. New Orleans, La, all resi-
dents of the City of New Orleans La. eN-
| cept Oran &. Barilleau hercinabOve
stated. and dOmiciled at the addresses
above stated, with John :. Waterman. Sr.,
as President: William Waterman, aS Vice
| President and Manager; John $ Water
man. Jr., as Secretary, and Albert Ire
pagnier, as Treasurer. and these officers
and directors shall hold office until the
first Monday of January, 1922, or until
their successors are duly elected and quail
fed.
Thereafter the directors shall be elected
annually on the first Monday of January
of each year, and they shall elect their own
officers: all elections of directors shall be
by ballot and each stakeholder shall be
entitled to one vote for each share Of stock
standing in his name on the books of this
corporation. this vote 10 be cast in person
or by written proxy. and it shall require
a majority of the stock present or repre-
I scented 10 elect. The directors shall have
| the right to increase their number to nine.
Failure to hold an election for dircc-
tors on the first Monday of January, 1922.
or annually thereafter, shall not work II
forfeiture of this charter, but the old
Board of Directors shall remain in office
qualified.
ARTICLE vI-The Board of Directors
shall hold regular meetings at such times
as shall be fixed in the bylaws of this
corporation. but the President may call
special meetings of the Board of Direc-
tors at such times as he may deem adviS-
. able, and he shall be required to call such
special meetings at the request of 4 MEM
Der of the Board of Directors. Three days
written notice of such special meeting
. shall he given to the directors. unless a
waiver of such notice is signed by the
Directors. Any vacancy occurring in the
Board of Directors, either from death
resignation or inability TO serve, shall bt
filled by the remaining directors at its next
have occurred. The first Board of Direc
tors of this corporation shall be required
to draft suitable bylaws for the govern
ment of the corporation. which may be
: altered. amended or changed as the eNig
enCicS of the case may require.
ARTICLE VII.-The stock of this cor
pOratiOn may be transferred provided
= such transfers shall be recorded on thu
y books of this corporation before it shall
Il be required to recognize the transfer, OF
l. the new holder of the stock.
ARTICLE VIII.-The appearers hereb!
J declare that they have subscribed to tn
Il following number of shares of the capita
: stock of this corporation, to-wit:
l. John 5. Waterman, ST., No. 1866 Dufossa
: St, New Orleans. La, nineteen hundre,
/! and ninety-siX 1896 shares; William Wa
Is termann. 1907 Prytania St. New Orleans
10 La. Nineteen hundred and ninety Ugh
/ 199S) shares; John Waterman, Jr., Nc
Is 1929 Robert St, New Orleans. La. one Il
T. share; Oran G. Barlilleau, No. & Stone st
"a New York. \. Y. one % share: ALDER
~ ~ Trepagnier, No. 11i1 Prytania St. New or
e leans La, one % share; William E. Mel,
$ No. 3715 y. Rampant ST., New Orleans, La
u one "a share: ii. Chotard Eustis. No. $50
" General Pershing St. New Orleans, La
t one % share; Richard \. TOnry, No. 243
Cleveland Ave, New Orleans, La, on
Is (D share.
X And the said subscriptions of John 5
it Waterman. ST., and William Waterman
t. which together total the sum of three hun
m dred and ninety--nine thousand. four hun
4; dred, 1899, 10000 dollars, or one hundre
n and ninety-nine thousand six hundre
l99,GOO.OO) dollars, or nineteen hundre
Tx and ninety-siX shares to John S. Water
e, man, Sr.. and one hundred and ninety
p nine thousand, eight hundred $780, "
Y, dollars. or nineteen hundred and ninety
of eight Q99S) shares to William Waterman
or which shall be fully paid for and settle
Ike by them by the transfer of all the prof.
n erty and effects now owned and belongin
mt to the commercial cO-partnership know
n as J. S. Waterman e Co, composed
tie John S. Waterman. Sr.. and William W.
nd terman an accurate detailed and itemiZe
nd statement and description of said prof.
81 erty being hereto annexed to be read
do connection herewith, and the said prOpert
ry was duly appraised by the Board of II
er rectOrs of this corporation at the sum
he three hundred and ninety nine thOusan
,r. mainder of small subscriptions shall
~ paid for in cash.
is. In the event that any stakeholder d
mi sires to sell his stock, or any part or pc
II; | ton thereof, he shall first offer same
a. | the remaining stockholders, in prOportiC
no to their respective holdings at its boo
value. This offer is to be made TO appe;
IT. by letter addressed to each stakeholder
m his last known address. giving thirty da!
70 option. At the expiration of which tim
cd the stakeholder desiring to dispose of h
in stock, shall be at liberty to sell at wha
nd ever price and to whom he may please
Use ARTICLE IX.-This charter may
of modified or altered, the capital stock Their
sis of increased or decreased. or the co
ng pOration may be dissolved with the asse
nd of twO-thirds of the capital stock prese
ate or represented at any special meeting
or the stockholders held for that purpo'
lr- after prior notice in writing to each stOc
ch holder, mailed to him at his last know
nd postOffice address, all in accordance wi
res the terms of Act 267 of 1914.
sue ARTICLE X.-At the expiration or III
nd charter, or the earlier dissolution of III
the corporation for any cause, its affairs sh:
m be Hquidated by one or more liquidatO
lge to be elected by the stockholders all
red whom shall hold stock in this corporate
SEES and said liquidators are hereby vested wi
sue full power and authority TO liquidate {
ase affairs of said corporation, with full po
or er to act under the terms of Section 80
mes Act 267 of 1914.
ent mus zone ana passed at my ONCE
yn- this City of New Orleans, louisiana
- the daV month and yaor harainahnva II