The herald. [volume] (New Orleans, La.) 1905-1953, 1922-07-13
CHARTER.

| conferred by this charter or by any law
| now or hereafter existing shall be ex-
| ercised by the board of directors Of this
! corporation. The power here granted shall
| include the right to sell the corporation,
| to merge the same with any other cor
poration, to fix the price of such sale or
the terms OF such merger, and to receive
IN payment or satisfaction thereof.
| moneys shares OF stock, or obligations of
the purchaser or merging corporation as
In the judgment of the board of directors
| snail be determined. Any action taken by
! the board regarding the sale or merger Of
| TINS corporation shall be determined by
| The number of shares voting and not by
the number Of directors, and it shall not
| De adopted unless fOur-tifthS of the whole
stock of the corporation have Deen voted
| through said directors in the affirmative.
| Any member of the board of directors
| may be represented at a meeting by a
| written proxy to stakeholder of the cor
| pOration.
The board of directors shall be com
| posed of not less than three and not
| more than five stockholders. As shall be
determined by the first board of directors.
The power 10 increase its membership
/ here expressly conferred upon the first
| board of directors having been exercised
, by II. shall not hereafter be used and any
further change in this provision shall be
mad" by the stockholders. The first boa I'd
Of directors shall be composed of the fol
lowing subscribers to this charter:
Charles c. COwleS, New Orleans, Louis
: idud = I. L. JudklnS, New orleans. LOulSl-
| ana; j. Henry Warner, New Orleans,
| Louisiana, who shall respectively hold
| the office Of president, vice president and
| secretary -treasurer, and shall continue in
| said Offices until their successors are
| elected and qualified.
The board of directors may separate the
! Office of secretary treasurer, and I'LL
| either of said trusts by person not 4
| stakeholder 1t may provide also. for ad
| ditional vice presidents and ill the said
! positions. The board Of directors and the
| officers of this corporation shall he took
| holders unless otherwise provided herein.
\ meeting of the stockholders of the
| corporation shall he held on the fourth
Wednesday in July of each year for the
| election of the board of directors and for
such ether business as may come before
| IL. Special meetings of stockholders may
be held at any time by order of the presi
dent. the board Of directors of of any
stakeholder Written notice of the annual
meeting shall be given by the secretary at
least fifteen days prior TO the date here
Of. addressed and mailed to the last
giStered address of the stockholders, and
IN default, TO the address contained in
the current city directory; and two days
notice Shall be sufficient for all special
meetings of such stockholders.
Each board. after its election. shall
Immediately. from its number, choose the
officers of this corporation, except. if the
! board has separated the Office of secre-
tary treasurer. one of said Offices may he
hlled by person not stakeholder or
director.
Elections shall be by ballot unless
waived by unanimous consent, and two
commissioners shall be appointed by the
board of directors to supsrvise the said
election. At all meetings of the stock
holders the vote shall be viva voce, but
any stakeholder may require vote to be
by ballot.
At all meetings each stakeholder shall
be entitled to one vote for each share
standing in his name on the books of the
. Ion lot NhA iWasr
and such vote may be cast in person or
by proxy. and such proxy may be letter
or telegram signed by the stakeholder
granting the same. \ majority of the
votes east shall elect or decide all QucS-
tons before the meeting.
Failure to hold elections or TO elect
board Of directors shall not affect or dis.
solve the corporation, nor impair its man
agement in any respect, and the dir
ectOrS then in office shall continue to hold
office until their successors are elected
and qualified.
Vacancies on the board OF directors.
hOwSoever caused. shall be filled by the
board for the remainder of the term. even
though II Is by less than a quorum.
ARTICLE VI-This charter may be
amended. altered or modified or the cor
pOratiOn dissolved. and the capital may be
increased or decreased ut a meeting or
| the stockholders duly called therefor. all
as provided by the laws of the State of
Louisiana now or hereafter to be enacted.
! tiOn. il shall be liquidated by two COM
misSiOners to be chosen by the stock
| holders.
ARTICLE Vino stakeholder shall
ever be held liable for the contracts or
| faults of the corporation in any further
sum than the unpaid balance due the cor
! pOratiOn on the stock owned by him. nor
! shall any mere infOrmality in its Organi-
| ZatiOn have the effect of rendering this
| charter null or of exposing the stock
| holders to any liability beyond the amount
due and unpaid on his stock.
| ARTICLE VIII-Wherever notice is
I required by law or by this charter. the
| same may be waived by unanimous con-
! sent of the board of directors or the
, stockholders, as the case may be, and
such waiver shall be entered on the min
! utes of the meeting to which IL applies.
ARTICLE IX-The subscribers to this
| charter have written opposite their re-
| spective names the amount of stock In
this corporation subscribed by them SO
| that this charter may serve as the Origi-
nal subscription list OF the corporation,
| and they have stated their post office
| addresses. as required by law.
Thus done and passed in my Office on
the day and date first above written in
| the presence of the undersigned witnesses,
Of full age. residents Of New Orleans. La.
who have hereunto signed their names
with the said appearers and me, notary,
| after due reading of the whole.
Witnesses: QD A. f. Fandal, (2) +. NJ.
| RObbert
| ORIGINAL SIGNED:
/ Chas. e. COwles. New Orleans. La, 700
| shares, $4,000: G. p. Judkins. New Or
| leans. La. 500 shares, 100000; J. Henry
Warner. New Orleans, La, so shares,
5000.
SCOTT f. BEER
(SeaD: Notary Public.
/. the undersigned, Recorder of Mort
| cages, in and for the Parish Of Orleans.
| State of Louisiana, do hereby certify that
the above and foregoing Act of IncOrpora-
| tiOn OF the Kohlmann Bros. 4 Sugarman,
| Inc. was this day recorded in my office
| in Book 1868. folio 375.
New Orleans, May Both, 1922.
| (Signed): ROBT SCOTT.
| Deputy Recorder.
I. the undersigned notary public here
| certify that the above and foregoing is
| n true and correct copy of the charter
| of Kohlmann Bros. & Sugarman, Inc, of
! recOd in my current notarial records. to-
| gether with the signatures Of the subsrri-
| hers thereto and the certificate Of the
Recorder Of Mortgages tLereunto ap-
| pended.
| In faith whereof. / here sign my name
and affix my seal Of office this LIST day
| of June. 1922.
| SCOTT f. BEER
(SeaD: Notary Public.
| June S-July Is.
CHARTER OF THE REALTY DEVELOP
| MENT COMPANY, INC.
| United States of America. State Of Louis
lana. Parish Of Orleans, BE II known and