The herald., 1922-06-22
CHARTER.

carry out the objects and purposes OF said
| corporation.
Said corporation, unless sooner dis
| solved in accordance with its charter,
| shall exist and continue for the period of
ninety nine years from and after the date
hereof.
The president, or in his absence, the
| vice president shall be the proper person
| upon whom citation or other legal pro-
cess shall be served, and. in the event OF
| the absence of both of said officers. then
| service shall be made in such manner as
is pointed out by existing law.
! ARTICLE 1.-THE objects and pur-
| poses for which this corporation Is or
| ganiZed and the nature of the business 10
| be carried on by it are declared TO De the
following, to-wit: To own, buy, improve,
deal in and sell real estate in every branch
| and to do all such things as may De IN %
| cident thereto; and also to deal and trade
| in bonds stocks, etc, in general, TO do
| everything necessarily done in the invest
mrnt business.
| ARTICLE UI-The capital stock of the
corporation shall be the sum OF hive thous
| and dollars ($5,OO0.OOl, dollars, divided
into fifty shares of the par value OF one
| hundred dollars each. Stock subscribed
for shall be paid in cash at time OF SUD
| scription. -
| transfer his stock in this corporation.
provided thirty days prior notice OF
| such intention to sell, assign or transfer
| same be given to the company ana otheF
interested stockholders, and the said cor
| pOratiOn or other stockholders shan nave
the first privilege of purchasing same,
after which thirty days notice the SAID
! stock may be sold in open market.
The stock may be transferred under
the above conditions, provided such
transfer be made on the books OF the
! corporation at its local office in the city
of New Orleans and upon surrender Of
the certificate therefor.
This corporation reserves to itself the
right to increase its capital stock to one
ARTICLE w. The corporate powers
of this company shall be vested in and
exercised by board of three directors.
consisting Of the President Vice Presi-
dent. and Secretary Treasurer. Two OF
| said directors shall constitute quorum
for the transaction of business, and their
decision shall be binding and valid cor
| porate acts.
The present incorporatOrs shall con-
stitute a Board OF Directors as provided
in the charter, and shall choose ofncers
lowing named incorpOrators shall CON
stitute the officers Of the corporation
until their successors are named and
elected, to-wit: +. J. WaguesPack, Pres
| ident; n. j. Clesi, Secretary Treasurer,
and A. p. Commagere, Vice President.
Said Board Of Directors and said officers
shall continue in office until the second
Tuesday in January, 1928 on which date
tors shall he elected Should the day OF
election fall on a holiday, then the cleo
ton shall be held on the next legal day
thereafter.
Notice Of such election must be per-
| sonal to the respective stockholders, or
by notice through mail addressed to the
last known place of residence OF the
respective stockholders, which said notice
must be mailed at least fifteen days be-
fore the day on which said meeting is to
be held.
ANY failure from any cause whatsoever
to elect directors. the day named for that
| purpose shall not dissolve the corpora
ton. but the directors then in ofhce, as
well as the officers Of said corporation.
shall hold over until their successors are
chosen. In such event. the President
| shall cause another election to be held
within thirty days, and shall give SUCH
notice as herein provided.
stakeholder shall be entitled TO one vote
for each share of stock registered in his
or her name, and may vote by proxy.
The election of directors shall be by
ballot. and the majority in amount OF
votes cast shall elect the person or per
sons for whom they have cast. After
each election the Board of Directors shall
choose from among their own number the
officers OF the company.
, ARTICLE V. The Board of Directors
: shall have full power TO NIL vacancies III
their number caused by death, resigna-
ton or otherwise, from among the stock
holders of the corporation. The said
Board shall have full control Of the prop
erty of this company, and shall so con-
> |
their discretion they deem hit and proper
and as is consistent with the objects OF
this company and the welfare of same
The said Board of Directors Is further
authorized to frame and adopt such by
; laws. rules and regulations as the affairs
and business of the corporation may re-
! Quire, and il may deem necessary toi
. the management and conduct thereof
| provided the same be not in conflict with
the laws OF Louisiana or OF the United
, States.
, The said Board shall elect or appoint
such other officers, agents or employees
| as il may deem necessary for the proper
, conduct of its business; fix the salaries
or compensation and term OF ofhce, with
the right to dismiss them at the pleasure
. | of the Board; or the Board may delegate
this ministerial duty to any officer OF
, the Board of Directors, or employee OF
, the company, and the one to whom thi'
authority is delegated may act for tn'
Board in the employment of such agent:
and employees, and fix their compensa
ton and term of office.
The Board shall have the right to fly
and determine the salaries of its owl
ARTICLE VI. This charter may b'
changed, modified or amended. ana th'
; capital stock increased or decreased. OF
, this corporation dissolved at genera
meeting of the stockholders called FOL
that purpose, acting and voting in ac
cOrdance with and pursuant TO the pro
visions of Act 267 of 1914, herein referred
to.
In case of dissolution of the charter
by limitation or otherwise, the hqulda
, ton of the affairs of this corporation
shall be conducted by three commission
ers selected from among the stockholders
with like assent at meeting called fol
that purpose. Said commissioners shall
remain in office until the affairs have
t been fully liquidated.
= In case of death of one or more OF salC
commissioners, the survivor or SURVIVORS
2 shall act.
ARTICLE VII. No stakeholder of thi
CORPORATION shall ever be held liable o
RESPONSIBLE for the debts of the corpOr
. alton, or the faults or contracts thereof
e in any further sum than the unpaid bal
$ ance due the company. on the shares o
r stock subscribed for or owned by hin
{ or her. nor shall any informality II
organization have the effect of rendering
this charter null. or of exposing stock
Q holder to any liability beyond the un
paid balance, if any, of his stock.
The present incorporators. in subscriD
ing for the respective number Of share
: of the capital stock Of this corporation
as set forth after their names have mad
full and complete payment in cash.
Thus done and passed before me, NO
tary, on the day and date first abov
= written. in the presence of w. W. Wrigh
and VI. /. Rice. competent witnesses, afte
due reading of the whole
Original signed: F. J. Waguespack
\ 49S shares: n. ]. Clesi. 1 share; A.
/ Commagere, 1 share.
. Witnesses:
: w W. WRIGHT,