The herald., 1922-06-15
CHARTER.
AMENDED CHARTER OF
PRINTING CO., INC.


the Parish of Orleans, State of Louisiana
the following named persons, tO-wit.
Henry l.; Hebcrt Charles V. Kraft
Raoul a. DAunoy and Joseph j. Scheur
ing, all residents of this parish, which
said appearers declared that they ar,
the sole stockholders of the LOUISIANA
PRINTING COMPANY. LIMITED, th'
corporation named in the resolution fol
lowing herein, and were the said sOlt
stockholders at the time of the said resO
luton was passed.
The said appearers did then severally
and jointly declare that at meeting
of the stockholders of the said LOUIS
lana PRINTING COMPANY. LIMITED
held this day, tO-wit, June >, 1922, al
which appearers were all present, the
following resolution was unanimously
adopted, amending the charter of the
BE It Resolved That the charter OF
the LOUISIANA PRINTING COMPAN1,
LIMITED, executed before Frederick
of Orleans, State of Louisiana, on March
], 1909, and recorded in the Mortgage
Office of the Parish of Orleans, in BOOK
of Charters 9l2, folio 49,, on March l.
1909, be amended TO read as follows:
ARTICLE
The name of this corporation shall be
LOUISIANA PRINTING COMPANY, IN
CORPORATED. The corporation shall
have existence for a period Of ninety
nine years from this date, tO-wit, June
), 1922. and it shall have all the power
and authority regularly vested by law in
corporations of this character. Its dom
icile shall be the City Of New Orleans.
Louisiana.
ARTICLE III
The corporation is organized for the
purpose of conducting general printing,
lithographing' engraving, enclosing ana
book binding business, and any lines OF
business Incidental thereto. 1t may, itself,
engage in the publishing business.
ARTICLE Ill
Tor
is hereby Increased from the sum Of
Fifty Thousand Dollars to the sum of
One Hundred Thousand Dollars, to be
represented by one thousand shares Of
the par value Of One Hundred Dollars
each.
No stakeholder shall sell or dispose OF
any stock of this corporation without
first having offered the same for sale
to the other stockholders, by letter
addressed to the Board of Directors Of
the corporation, naming therein the
lowest proposed price of said stock and
the proposed terms Of sale. After rifte1n
days from the receipt of such written
offer and the failure of the stockholders,
or any of them, as hereinafter provided,
to purchase the said stock upon the pro-
posed terms of sale, or at least terms no
worse than those proposed, the owner
of the stock shall then be at liberty TO
sell such stock for not less than the
said proposed price and upon the aid
proposed terms, at least terms not
more favorable to the purchaser than
those submitted to the stockholders. This
rule shall apply to each specific sale or
proposed sale Of stock.
should any stakeholder pledge any OF
his stock. he shall Immediately notify
the remaining stockholders of the cOrpor-
alton of the fact of such pledge, through
a letter addressed to the Board of Direc-
tors of the corporation, in which shall
be given the name and address of the
Pledge, together with a copy CT the act, !
or instrument, of pledge; and before, or
upon. the default of the pledgor to meet
the obligation for which his stock stands
pledged, the stockholders of the cOrpor-
alton shall be entitled to take up such e
pledgor's obligation, and they shall be
thereby specially subrogated TO the rights
Of the original Pledge, or any subsequent
Pledge, in all particulars.
Where the stockholders of the cOrpor-
alton are accorded either the right OF
purchasing a shareholders stock or OF
taking up his pledge obligation. as here
inabove set forth, such right shall devolye
upon the said stockholders, first in the /
proportion of their individual holdings OF
stock, and then ratably among the re-
naming stockholders, should any partic-
ular stakeholder not elect to exercise his
right, and so on, until the right shall
remain in one stakeholder, If all other
stockholders should decide not to exercise
the right.
The corporation shall make no transfer
of stock where the provisions of the fore
going paragraphs have not been fully
also be entitled to demand, and shall so
demand, of both the seller and the pur
chaser of stock in all cases, before max
ing transfer of stock upon the books
Of the corporation, an affidavit to the
amount truly paid for the stock and facts
the entire bona fides Of the trans
action.
The shares of stock of this corpor-
alton shall be transferable only upon the
books Of the corporation, and no transfer
Of any stock shall be binding or have
any effect upon the corporation unless
and until made upon its books; and a
prior lien on all shares of stock shall
be retained by this corporation on the
stock of any shareholder for any indebt-
edness, secured or unsecured, however
evidenced or created, due at any time to
the corporation by the holder of stock,
and no transfer of stock shall be made
In contravention of these conditions.
ARTICLE Nv
The management and control OF the
business of the corporation shall be IN
the hands of a Board Of Directors, COM
posed of three persons, to be elected by
the stockholders from among their num-
Der, and two members OF the Board shall
constitute quorum for the transaction
of business. The Board shall elect the
officers of the corporation, who shall be
n President, VicePresident, Treasurer, and
Secretary, which last two positions may
be combined in one person. The first
three officers shall be members of the
Board but the Secretary need not be.
The regular meeting of the stockholders
for the election of directors shall be held
on the second Wednesday of January in
each year, unless that day be a legal holt
day, when the meeting shall be held on
the next succeeding day, not a holiday.
Vacancies on the Board at any time may
be filled by the Board until and unless
the stockholders should themselves elect
10 fill the vacancy.
~uRToxies may be given by both stock
hrs and directors, but they must be
riting and filed with the Secretary
Ie corporation.
yirectors and officers of the corpora .ion
NALL remain in office until their sue
cessors are elected and qualified.
All employees of the corporation shall
hold their positions subject to the pleasure
of the Board Of Directors.
The Board of Directors shall be entitled
TO draft bylaws, rules and regulations
for the corporation, and the transfer of
stock, not inconsistent with the provisions
Of this charter or any provisions of law
provided, the stockholders may them
selves adopt. amend or modify any by
laws regulating the meetings or the
affairs Of stockholders.
ARTICLE V
Business OF any character whatsoever |
may be transacted at the regular annual
meeting of the stockholders. to be held
pm the second Wednesday of January, as
provided in the preceding article; but
'or all special meetings of the stock
holders at least fifteen days notice shall
sent out In writing by the Secretary or
In officer of the corporation, addressed
o the stakeholder at his last known place
" business or residence, as shown by the
rocks Of the corporation.
The Board of Directors of the corpor-