The herald., 1922-04-27
CHARTER.

in exchange therefor its stocks. bonds or
| other obligations, and while the owner
of such stock and tori securities, To eN-
ercise all the rights. powers and nrNl-
lrgeS of ownership, including the riEhc TO
vote thereon as provided by law, and 10
aid in any lawful manner, and to sub
scribe, contribute to, Subsidlze or
otherwise become interested in any
corporation or corDOratiOnS, projects
works. plants properties. structures, and
(orD operations necessary, useful or con
NcEieHt in connection with its purposes,
vhereSOever located in any and all paris
of the world; and to aid in any lawful
manner any corporation or association of
which any shares of stock, bonds or other
evidences Of Indebtedness or securities are
held by this corporation. and to do such
further lawful acts or things as 1t may
desire to protect. preserve, improve or en-
hance the value of any such shares of
stock bonds or other evidence of indebted
ness and securities: and to purchase. hold,
sell and transfer and deal in generally
shares of its own capital stock i'll every
lawful manner.
To sell convey and otherwise lawfully
transfer and dispose Of its entire property,
both real personal and mixed. and rights.
| IriyilcgcS, concessions and franchises or
any interest therein or any part thereof,
10 other corporations. firms, associations
! or individuals whatsoever and whereso-
ever existing and tori residing.
1t is the intent that the foregoing
: cnumcratiOnS of specific powers shall not
. be held to limit or impair in any manner
the general powers of the corporation ana
the enjoyment thereof conferred by the
laws of the State of Louisiana upon cor
/, pOratiOns organized hereunder, and that
; each of the objects. purposes and powers
specified shall be regarded as independent
objects, purposes and powers, and be in
, no manner and to any extent limited or
; restricted by reference to or Inference
: from the terms of any other clause of this
f or any other paragraph contained in these
Articles of Incorporation.
ARTICLE Iy-The capital stock of this
; corporation is hereby fixed ut the sum
of two hundred thousand ($2OO,OO0OOl
dollars. divided into twenty thousand CO.
: OOOD shares of the par value of ten (Sl0.OOD
l. dollars each, provided that the amount to
!; which the capital stock of this corporation
- ! may be increased shall be five hundred
u thousand $500 100000 dollars.
=; Fifty per cent of the capital stock of
II this corporation must be subscribed for
| before the filing of the Articles of lncor-
poration. The subscribed capital stock
) of this corporation shall be payable In
. cash, property, real or personal, or for
= services performed or rendered.
II This corporation shall not engage III
business until one hundred thousand
(S1OOOOO0OD dollars of the capital stock
has been subscribed for and actually paid
in. either in cash. property, or services as
: aforesaid; if any of the stock of this
: corporation is exchanged in whole or In
;, parr for property or good Will, in that
Il event the provisions of Section Three 81
" NJ -oi VI l'lt Shtiii bS S'A-N''S No''i
= piled with.
e ARTICLE v-An of the powers of This
corporation shall be vested in and eXer-
cised by a board of directors composed
:. shall own in his own right, at all times
), during his term of office, at least one full
n paid and unpledged share of the capita
a stock of this corporation, which fact shal
u be shown by his written declaration. Said
IL board shall have the right at any time Il
increase its number not to exceed sever
. C0 directors. Said board of directors
T. shall have the right to fill all vacancies
on said board resulting either from death
I inability or resignation or other cause
or because of the increase in the number
of said board. even though no quorum re
s. main at the time such vacancies are to b
1t filled; said board of directors shall b.
h, elected annually by ballot, at a stock
d. holders meeting called for that purpos
le on the second Tuesday in April of eacl
If year (Or the next day IL that be holi
y day. after due notice given to the stock
a holders by mail. at least fifteen Q5) day
ID before the date of such meeting. Eacl
r holder of stock shall be entitled to on
s. vote delivered in person or by proxy 70
ed each share of stock standing in his nam
ID on the books of the company, and a ma
es jority of the votes cast shall elect.
ed Failure to elect directors on the da
OF above specified shall not dissolve the cor
OF poration, but the directors then in Offic
nd shall remain in Office until their succe:
n Sors are elected and qualify. The boar
tie of directors shall elect from their numbe
as president a vice president and a secrt
ed tary and treasurer, provided that th
ly board may dispense with any of said oi
lr- ficers and (or) may combine any of then
p and may appoint such employees twh
need not be members of the board Of stocl
lis holders) as they think proper or col
al venient for the carrying on of the con
er panys business, and they shall fix Oh
es- salaries of all officers, agents and en-
e- ployees. The board of directors sha
.e- have uibority to make and establish, q
20, | u,I al and ampnd all hV-lawS rult
pt AID regulations necessary and proper fo
er the support and management of the bus
,r- ness and affairs of the corporation an
or not inconsistent with this charter, an
We, they shall have the power to authorize Ii
n borrowing of money and the issuance {
te notes, and the executions of mortgage
wv things necessary for the proper carryin
nd on of the business of this corporation.
he quorum of the board shall consist of NJ
Id less than four az directors.
re, Until the general meeting of the stool
tai holders for the election of directors to |
nd held on the second Tuesday of April, 1872
we or until their duly qualified successor
TN are elected and installed, the board of d
ns; rectors shall be composed of: Thos.
'al Logan, 1913 N Dorgenois ST.. New o
on leans, La; ii. NJ. Carter, 2O21 Chestn'
he Street, New Orleans, La; e. c. Carte
'ut 2S55 Magazine Street, New Orleans, La
In A. LAURA, 1924 ST. Charles Ave-. New %
ch leans, La; A. P. Portas, 1924 st. Charl'
nd Ave. New Orleans, La. OF the foregoin
of H. NJ. Carter shall be president, Il.
10 Carter, vice-president, and A. L. Porta
no secretary and treasurer.
s ies ARTICLE vI-This act Of incorporate
nu rai may be changed. modified or amende
, "a or the corporation dissolved by vo
'H of two-thirds of the entire capital sto1
present or represented at a general NEE
Dr. ing of the stockholders convened for sue
ms, purpose, after previous notice shall ha'
or been given in the manner above require
on to be given of the annual meeting OF u
corporation.
ich ARTICLE Wifi this corporation sha
in be dissolved, either by limitation or fro
he any other cause its affairs shall be liqu
nd dated by three commissioners to be a
In pointed at the meeting of stockholde
d. convened for the purpose OF liquldaQo
Said nquidatOrs shall remain in office vi
Sc til the affairs of the corporation shall ha'
20 been fully settled and iquidated an
nd they shall have full power and authori'
nt to transfer and give title to all the pr
Ire perty and assets of the corporation al
os- to distribute the proceeds. In case
en- death, disability or resignation OF one
ex- more Iiquidators, the vacancy shall
es- filled by the survivor or survivors.
Did ARTICLE VIII-No stockholder sha
ex- ever be held liable or responsible Tor u
lily debts, contracts or faults OF said corp
rm ration in any further sum than the u
ro paid balance due on the shares OF stot
de- owned by him, shall any mere II
lis, formality In organization have the effe
nd of rendering this charter null or of e
So posing any stakeholder to any iiabil