The herald., 1922-07-20
CHARTER.

u
name; to make and Use "A corporate seal
and the same to break and alter at pleas
ure; to acquire, receive, purchase. lease
hold. sell, convey. and ALLEVIATE, property
of any kind, real, personal and mixed, 10y
any title whatever. whether gratuitiOus Oi
OnerOus as well to mortgage and by
pOthecate and pledge any property I,
which il may acquire title, to acquire AND
dispose of rights, options, leases anc
franchises of any nature or kind what
ever; TO name and appoint such managers
directors. officers, agents and employees
as the said corporation may require, and
to make and establish such rules, regula
tiOnS, and bylaws for the proper manage
ment and regulation of the affairs of tn,
said corporation as may be necessary ana
proper, and perform any and all acts and
things necessary and requisite and con
yenient in order to carry out the objects
and purposes of said corporation.
The president, or in his absence, the
vice president or in his absence, the sec
rotary, shall be the officer upon whom
citation and all judicial processes shall
ARTICLE 1.-The objects and purposes
for which this corporation is organized
and the nature of the business to be car
red on by it. are hereby declared to be
|. To render advertising copy and dis
tributing service TO advertisers.
>. To sell advertisement for its own
account and that of publications of any
nature or description published in the
3. To engage in the general field OF
publishing, such as magazines, news
papers and journals.
4. To own and maintain and operate
a general advertising agency.
And generally to engage in any other
business, undertaking or enterprise con
nected with, growing out Of incidental
or germane to any of the objects and
purposes hereinaboye set forth or con
templated by the charter. This corpora
ton shall conduct its business in other
States and in the territories and in for
"ign countries, and have one office or
more; and may hold, purchase, mortgage
and convey real and personal property
either in or out Of the State of Louisiana.
Without in any particular limiting any
OF the objects and powers of the corpora
ton. 1t hereby expressly declared and
provided that the corporation shall have
the power to issue bonds and other Obli-
cations, in payment for property pur-
chased or acquired by II. or for any other
object in or about its business to mort
gage or pledge any stock, bond or other
obligations by it issued or incurred: to
guarantee any dividends or bonds or con-
tracts or other obligations; to make and
perform contracts of any kind and de-
Scrlption; and in carrying on its business,
or for the purpose of attaining or further
ing any of the objects, to do any and all
other acts and things: and to exercise
any and all powers which a copartnership
or NATURAL person could do and exercise,
thorized by law.
ARTICLE III-The capital stock Of the
said corporation shall be 100000. divided
into and represented by 30 shares of the
sum Of $4,000 each, which said stock
shall be paid in cash at the time of sub
ScriptiOn. or the same may be issued. at
not less than par, in payment or exchange
Tor property or rights actually received or
purchased by said corporation, or the
same may be issued, fully paid, for money
advanced, and for such valuable consid-
Grafton or services as the board OF drec-
tors of said corporation may determine ;
provided, that no stock shall be issued
until the consideration therefor has been
received by the said corporation.
All shares of stock when issued shall
be signed by the President and the Sec
rotary OF the corporation. No shares of
capital stock shall be transferred except
upon the books of the corporation and
until the certificate of the shares to be
transferred shall have been delivered to
the corporation Tor satisfactory proof of
Its loss or destruction, according to law),
and duly cancelled.
This corporation shall commence doing
business as soon as fifty (5OGo) per cent
of the capital stock shall have been sub
scrbed for.
The board of directors shall have the
right to determine how much stock shall
be issued.
ARTICLE IV-The names and post
office addresses of the incOrpOrators and
the number of shares of stock for which
severally and respectively we do hereby
subscribe. are as follows:
Maurice Whitehead. New Orleans, La.
ID shares; NJ. =. McNeely, New Orleans,
La. IL shares; Morris p. LeCompte, New
Orleans, La, shares; W. u. Brown, New
Orleans, La, shares.
All the corporate powers of this cor
poration shall be vested in and exercised
by a Board of Directors. The board shall
consist of four directors, majority of
HON 70 for tran
acting all business. The Board of Direc-
tors shall be vested with full power and
authority to make all contracts, purchases
ana sales, and adopt all bylaws, rules
the business and affairs of the company
and alter, amend and change the same
az pleasure; appoint, hire and discharge
all ofhcers, agents and employees, fix all
salaries, and generally do and perform
all things necessary in the transaction
Of the business and affairs of the COM
pany. Any vacancy occurring in the said
board shall be filled by the remaining
directors from among the stockholders.
The first Board of Directors of this
corporation shall consist of: Maurice
Whitehead, president; NJ. Z. McNeely,
ce-president; Morris p. LeCompte, sec
rotary treasurer, and W. p. Brown, who
shall hold their offices until the first
Monday in January, 1923. or until their
successors are duly elected and qualified
On the first Monday in January, 1923,
inu annually thereafter, an election fer
directors shall be held at the office of
The company, under the supervision of
three (3) commissioners to be appointed
by the president, and the directors then
elected shall take their seats Immediately
ind shall hold office until their successors
ire duly elected and qualified Each board
snail elect its own officers, which shall
'onsist OF president, vice president and
secretary treasurer. All corporate cleo
ions shall be by ballot, and a maturity
u the votes cast shall elect. either in per-
son or by proxy. Written notice of cleo
ions shall be given to each Stakeholder
by the secretary treasurer at least ten
l0) days prior to election.
ARTICLE V-This act of incorporation
may be changed, modified, or amended.
pr the capital stock may be increased. by
ind with the consent of two-thirds ~ a
u the stockholders. A change in the oh |
ects ana purposes may be made only by
vote or all the stockholders; but this |
corporation may be dissolved by a vote
u the holders of two-thirds (2-8 of the
bose. i '"a' pur-
ARTICLE VI-Whenever this cornora
ION is dlssolved, either by Limitation of |
Us charter, or from any cause its affairs
man De hquidated by three (3) lionida
ors to be appointed from among tba
loiders OF the stock at the meeting CON
ened Tor that purpose after ten C1O) DAYS,
'rior notice shall have been given by the
ecretary 10 each stakeholder Said com
fasteners snail remain in office until the
lIaIrs OF said corporation shall have
'een fully Hquidated. In case of tbe
eath OF any commissioner, the survivors
nail continue to act.
ARTICLE VII NJ