The herald. [volume] (New Orleans, La.) 1905-1953, 1922-06-01
CHARTER

terest in certain patent OF CIesure
Operator, bearing the Serial No. 55o'lO.
of the United States Patent Once dated
January 81, 1922; to contract relative to
the manufacture and sale of such pat |
ented article or articles covered by such |
patent, and generally to do and perform
all things pertaining to ana lncldehtal
TO the carrying out and proper eXecu-
ton of the objects and purposes mere
in9bOve mentioned.
ARTICLE ". The capital stock Of
this corporation is hereby fixed al the .
sum of Five Thousand Dollars $5.OOOOOl, .
and shall be divided into and represented ;
by one hundred shares of common STOCK ,
of the par value of Fifty Dollars each
Said stock shall be paid for in cash
rendered to the corporation, or other
equivalent of cash, as provided by law
and in such manner and at such time
and in such installments as may be pre-
scribed by the Board of Directors.
This corporation shall become going
concern and shall be authorized 10 com
mence business as soon as fifty t5ol per
cent Of its capital stock shall have been
subscribed and fifty per cent of all STOCK
subscribed for shall in fact nave beeh
paid for either in cash or its equivalent.
ARTICLE V. The capital stock OF
This corporation may be increased 10
the sum of Fifty Thousand Dollars
$50 OO) by vote of two-thirds OF al
the stock present or represented NJ
special meeting called for that purpose
or at a regular annual meeting II tae
corporation.
ARTICLE VI. All certificates of stock
/ issued by this corporation shall he
signed and cOuntersigned by President
or Vice President and Secretary.
/ The stock Of this corporation can be
| transferred only on the books OF the
: corporation, and subject to such reGula-
/ tions and formalities as may De by tht
/ Board Of Directors from time 10 time
/ prescribed No stakeholder shall be per
/ mitted TO sell or otherwise dispose OF
/ his stock without first Offering the same
| in writing to the other stockholders.
! through the Board of Directors. AT
! price not exceeding the book value there
Of. and said stockholders. in proportion
| 10 their holdings. shall have an option
and first right to purchase at the BOOK
value Of such stock on December 81. last
preceding. all the shares Of stock 10 o"
| thus disposed of by sale or otherwise
Of anv of the stockholders. and shall
have period Of ten DAYS In which 70
accept or decline said offer. Should th"
stockholders decline to purchase said
| stock. then such stockholder Is at liberty
70 sell or dispose OF the stock. and may
do so in any manner and at any price
he may deem fit.
Each share of stock is issued herein
upon the condition and understanding
that no stakeholder shall sell or other
wise transfer his stock in violation here
Of and any such sale or transfer. II
made. shall he void. and this corporation
shall be under no obligation 10 list said
stock on its books or to regard the
holder of the certificate thereof.
ARTICLE VII. The corporate powers
Of this CORPORATION shall he vested in and
exercised hv a Board of not less than
three nor more than six directors, az
the option of the stockholders. two 10
constitute a quorum when there are
three directors. three to constitute n
uuorum when there are more than three
and less than six directors. and four 10
constitute a quorum should there he six
directors. for the transaction of business
The directors of the corporation may
vote in person or by written or tele-
Craphic proxy ut any OF the meetings
Of the BOARD Of Directors: and the Board
| of Directors may delegate any OF It's
powers to any officer or officers or any
other representative of the corporation
by appropriate resolution to that effect
The first Board Of Directors OF this
corporation shall be composed OF the
following: Fletcher Fletchinger. Sidney
J. Massicot. August Faver, Arthur j
Rrandin, Frank ]. Fletchinger. Harold
VI. westholz. with the following as off
GERS: Fletcher Fletchinger, President
Arthur ]. Brandin, Vice President: Sid
ney J. Massicot. Secretary; Frank j
) Fletchinger. Treasurer. and they shall
serve until the second Wednesday in Jan
uary 1923. or until their successors arr
elected and qualified.
. The directors shall he elected annual!
! at a meeting held on the second Wednes
day in January In each year, after suci
date Notice of said meeting shall b
given fifteen days prior to the date o
said meeting. in writing. sent by mai
10 each stakeholder at his last know
place of residence The Board Of Direc
tors may change the date of said annua
= meeting to any other date ny writer
!. notice TO that effect sent at least hftee'
{ days prior to the date to which said an
: nual meeting shall be changed. directe'
= by mail 70 each stakeholder at his las
s known place OF residence.
n Each stakeholder shall at such annua
meeting or other meeting, general o
special, be entitled. in person or D.
vote for each share of stock owned b,
him. The election shall be held undo
such rules and regulations as may b
from time to time determined by tn
! Board Of Directors.
= The directors, when elected. shall hol
office for one year, or until their sue
, cessors shall have been elected an
:, qualified, and failure to hold the annua
i meeting of stockholders or to elect an
4 nually directors shall not operate tn
: forfeiture of this charter or any rlSht
Hereunder.
Any vacancy occurring in the Boar
J. OF Directors may be filed by the direC
u tors for the unexpired term.
ARTICLE VIII. This charter and &c
:, Of incorporation may be changed, modi
q fed, altered or amended by and VIII
q the consent of e-fourths Of all tn
i stock present or represented at a meet
q ing general or special, held for tina
q purpose; and such amendments may :
8 material or immaterial subject only {
y limitation as may be by law provided
q and this corporation shall have the rigf
n and power to increase its capital stoc
= as hereinbefore set out. and any ir
3 crease Of the capital stock in excess {
!, the amount named herein as the amour
q to which the capital ctOck may be II
q creased may be made by a thrse-fourth
% vote Of all outstanding stock.
q ARTICLE TX. Notice of any and a
n meetings referred to In this charter,
J. REQUIRED by law, shall be given in ii
N manner provided for giving notices
lie the case OF election of directors, or b
n publication Of such notice for fifteen dan
D. previous to such meeting in any dali
newspaper In the City Of New Orlean
Is unless the notice of such meeting sha
X have been waived: the stockholders an
er directors having the right by this cha
er ter to waive notices at any time and II
any meeting.
=, ARTICLE Y. In case Of the dissol'
>, ton. liquidation or termination OF IN
!, charter, by limitation or otherwise. u
>. affairs of the corporation shall be nqu
=. dated by one or more liquidators electe
% by a two-thirds vote Of the stockholder
= who may provide the number OF sa
| Nx-tfh