The herald., 1922-10-19
AMENDMENT TO CHARTER OF
NEW ORLEANS PUBLIC SER
VICE INC

NEW ORLEANS PUBLIC SER
VICE, INC.
United States of America. State OF
Louisiana. Parish of Orleans. city of
New Orleans. BE it known and remem-
bered that on this 22nd day Of the
month Of September. in the year of our
Lord. one thousand, nine hundred and
twenty-five and of the independence of
the United States of America, the one
hundred and fOrty-SeVenth. Before me.
Stamps Farrar, notary public. duly
commissioned. sworn and qualified in
and for the Parish of Orleans, State of
Louisiana. therein residing. and in the
presence of the witnesses hereinafter
named and undersigned: Personally
came and appeared, a. l.. Kempster.
president and Maurice II. Rooney, sec
rotary, respectively of New Orleans
Public Service. Inc, corporation Gre
the State of Louisiana by an act be-
fore Stamps Farrar. notary public.
Parish of Orleans. State of Louisiana.
of date August IS, 1922, recorded in
the Mortgage office for the Parish of
Orleans, State of Louisiana, on the 18th
day of August, 1922. in Book No. 1879,
folio (. and in the office of the Secre-
tary of State of the State of Louis
lana. at Baton Rouge Louisiana, in
Book Record of Charters" No. los.
Folio -. on the 23rd day of August,
1922. and said appearers declared that
a general meeting of stockholders of
Sdlu New orleans 1uDllC service, Inc,
was held on the 21st day of September,
1922. at the office of the company in
the City of New Orleans. Louisiana, at
which meeting all of the stockholders
of said corporation were present and
voted and il was unanimously deter
mined and resolved to amend Article
" of the charter or articles of associa-
ton of said corporation so that same
should read as hereinafter set forth.
The said \. l.. Kempster and the said
l 1
secretary respectively of New Orleans
Public Service, Inc, further declared
that at said general meeting of stock
holders ii was resolved that they, as
officers of the company. be authorized,
empowered and directed to take such
steps as may be or become necessary
To make effective said amendment TO
the charter.
Whereupon the said a. L. Kempster.
president; and the said Maurice II.
Rooney, secretary, of New Orleans Pub
lie Service. Inc, declared that they do
now appear for and on behalf of said New
Orleans Public Service, Inc, for the
purpose of making effective the action
of the stockholders of said company by
embodying the said amendment in no
tarial form. and they now declare unto
me. notary that Article " of the char
ter or articles of association of New
Orleans Public Service. Inc, shall be
and is now amended so as to read as
follows, to-wit:
ARTICLE IV-The capital stock of
this corporation is hereby declared to
be and is fixed as follows:
Ten million $4,000. 000.00) dollars
of preferred stock represented by one
hundred thousand DO0,O00) shares of
the par value of one hundred (s10O.0O
dollars each; and
Fifteen million (S15,000, 100000 dol
lars of common stock represented by
one hundred and fifty thousand (150,-
00O) shares of the par value of one
hundred (s10O.0O) dollars each.
The preference , designations, voting
powers, restrictions and qualifications,
of the preferred stock shall be as fol-
lows:
THE preferred stock shall be en-
titled in preference to the common
of 10 per annum payable quarterly or
semi-annually as the board of direc-
tors shall determine and such dividends
shall be cumulative from and after the
date of issue thereof. No dividends
shall be declared or set apart for pay
ment on the common stock until all
dividends then accrued on the preferred
stock shall have been set apart for
payment.
I'm any distribution of assets other
than by dividends from surplus or
profits, whether voluntary or involun-
tary, the preferred stock shall also
have a preference over the common
stock until the full par value thereof
date of issue thereof shall have been
paid by dividends or distribution. The
preferred stock shall not receive any
dividends from surplus or profits in eX-
cess OF said par value and the amount
OF such accumulated dividends unpaid
thereon. but the common stock alone
snail receive all further dividends and
shares in distribution.
"All but not less than all of the pre-
ferred stock shall be subject to redemp-
ton at the option of the corporation
upon any dividend date at it's par value
and accrued and unpaid dividends there
on to the date fixed for redemption
upon the vote of not less than a major
ity in interest of the outstanding COM
mon stock. Notice of the intention of
the company to redeem the preferred
stock shall be mailed thirty days be-
fore the date of redemption to each
holder OF record of preferred stock at
his post office address appearing upon
the books of the company, and upon the
deposit of the aggregate redemption
price with any national bank or trust
company in the city of New York named
in such notice. payable to the order of
the record holders of the preferred
stock on endorsement and surrender of
their certificates. said holders shall at
the expiration of said notice cease to
be stockholders. Upon any issue of ad-
uonal stock of the company of any
class or holder of outstanding stock of
any class shall be entitled of right by
reason of such stock holding to sub
scribe for, purchase or receive any por-
ton of the additional stock so issued
but the board of directors of the COM
pany may dispose of all or any portion
or such additional stock without offer
Ing the same in the first instance TO
the stockholders of the company for
subscription or purchase.
Inc preferred stock shall not entitle
any holder thereof to vote at any meet
ing OF stockholders or election of the
HOrnnrn Ath tea frf a
in any action taken by the company or
stockholders except as may be required
by law; and except that II at any time
the accumulated and unpaid dividends
on the preferred stock to the last divi-
dend date shall equal seven (s7.00) dol
lars per share a meeting of the stock
holders for the election of directors
shall be called in accordance with the
bylaws upon the request of the holders
or record of ten (10%) per cent or
more of the preferred stock then out
standing. and at such meeting and at
all other meetings of stockholders for