The herald. [volume] (New Orleans, La.) 1905-1953, 1922-07-20
CHARTER


ARTICLE 1.-THE dOmicile of this cor
pOratiOn shall be ut New Orleans. in the
Parish of Orleans, State of Louisiana, and
all citations and other legal process shall
he served upon the president and IN his
absence on the secretary of this corpora
ton.
ARTICLE III-The objects and pur-
poses for which this corporation is organ
lied and the nature of the business TO be
carried on by it are hereby declared to
be. to own, acquire, buy, sell, exchange,
lease, donate. mortgage hypOthecate, I'M
prove and reclaim aud to contract to buy.
to sell, exchange, lease all kinds of real
estate and of the buildings and other i'm
prOvcmentS thereon and the products of
such real estate in the state of Louisiana
or in any other state of the United States
! to lend and advance money for the i'm
prOyementS, cultivation and development
to any of the property of this corporation,
or of any property which may have been
purchased or leased or contracted to be
purchased or leased, therefrOm or for any
other legitimate purpose, and to make
such loans, advances upon real estate, or
mortgage or other sufficient security; to
| borrow and raise money for the objects
and purposes of this cOrpOatiOn, and TO
secure the payment thereof by mortgages
! upon the real estate of this corporation,
| or otherwise and to buy, sell and deal in
| for its own account or for account OF any
! individual, firm or corporation. real es-
| state mineral, timber and agricultural
lands to act as broker, agent OF trustee
| for individual, firm or corporation, to ac-
quire real estate holdings, assets and the
| realty brokerage and development bust
/ ness of James +. Turnbull; and generally
to do or perform all such acts, matters
J and things as may be necessary to ac-
! cOmpish the objects and purposes herein
! above set forth.
ARTICLE IV-The capital stock of this
corporation is hereby fixed at fifty thOns-
and dollars CS50,OO0.00l divided into five
hundred (SJOO) shares of one hundred dol
lars 100000 each, payable in cash. or its
equivalent, AS may be determined by the
board of directors.
The corporation is to be n going con
Germ as soon as twenty-five thousand dol
lars (S2J O000O) of its capital stock shall
have been subscribed for.
The amount to which the capital stock
Of this corporation may be increased is
! hereby fixed at one hundred thousand
dollars (SlO0COO00)
All transfers of stock of this corpora
| ton shall be entered on the stock book
I of the company and no transfer shall be
/ in any manner binding on the corpora
tiOn until so recorded in the stock book.
| No stakeholder shall have the right to
sell his stock on the market, without hay-
I ing offered it in writing at its book value
| to the directors of this corporation,
thirty days previous to the contemplated
! sale of the said stock, and if the direc-
tors of this corporation, when said stock
is offered to them at its book value, de
sire to buy it the corporation shall have
the right to do so. the purchase shall be
made on behalf of the corporation. and its
stock shall then and there become treas
ury stock to be disposed of as the board
of directors shall determine. A notice of
| the obligation so to offer the stock TO
! the corporation shall be printed acrss the
/ face of each certificate of stock.
| ARTICLE V-An the corporate powers
of this corporation shall be vested in and
exercised by the board of directors com
posed of four stockholders, three of whom
shall constitute a quorum for the trans
| action of business, which said directors
shall be elected at general meeting of
| the stockholders of this corporation to be
held on the second Monday of January Of
eaG II year, and notice of said election shall
| be given by a letter TO be written ten
| days previous to said election, and sent
! to the last known address of each of the
| stockholders as shown by the books OF
| the company. The first meeting of the
stockholders under this charter. for the
purpose of electing a board of directors
! shall occur on the second Monday of jan
uay, 1924.
The board of directors, at its first meet
ing after each annual election, shall elect
from its number a president, vice-preSi-
dent. treasurer and a secretary.
The following stockholders shall consti-
tute the fist board of directors of this
company, tO-wit: James +. Turnbull
243O Nashville Ave, New Orleans, La.
Mrs. James f. TurnbulI, 243O Nashvill,
Ave. New Orleans. La; Miss Beulah NJ
IsOm, 9O3 Henry Clay Ave, New Orleans
La; Joseph c. Nicely, 1918 LeOntine street
; New Orleans, La, who shall hold theil
office until the second Monday of Jan
uary. 1924, and until their successors shall
have been elected and qualified. Of these
the said James L. Turnbull shall be presi.
dent. the said Mrs. James L. Turnbull
vice president; the said Miss Beulah NJ
IsOm, secretary and the said Joseph Z
Nicely, treasurer.
A failure from any cause to elect direc-
tors on the day stipulated shall not dis
solve this corporation, but the officers
and directors then in office shall hold oveI
until their successors shall have beer
duly elected and qualified, and in thu
event of any failure to hold an election OF
the day stipulated, the president shall
call a meeting on ten days notice there
after. or as soon thereafter as practicable
All vacancies in the board of directors
shall be filled by the remaining directors
for the unexpired term.
} At all elections at meetings of the
stockholders each stakeholder shall b'
: entitled to one vote for each share Of
stock registered in his name and may vote
in person or by proxy. All elections shall
be by ballot.
ARTICLE VI-The board Of director,
shall have full control of the property oil
this company, and shall conduct and man
age and use the same as in its discretion
it may deem fit and consistent with tbs
objects OF this corporation anu ils
welfare. 1t may make and establish, as
well as alter and amend, any and all by.
laws, rules and regulations necessary ana
proper in its judgment, for the conduct
support and management of the business
and affairs of the corporation, and shal
appoint such officers, agents, employees
servants and persons as may be necessary
for the conducting of the business OF the
corporation; they shall fix their compen,
sation and they shall have the right Il
: ldtSmiSs them at their pleasure.
: A director Of this corporation shall have
the right to vote by general proxy on al
questions of administration, such as I'M
manner of conducting the business OF the
corporation, but in case the corporation
desires to exercise its corporate powers
through it's board of directors, by selling
or mortgaging any of its property, tn
directors can only vote by proxy wher'
the proxy specifically details the oojec
to be voted upon.
| ARTOICLE VII-This act Of incOrpora
ton may be changed, modified or amend
ed, fundamentally or incidentally, ant
this corporation may be dissolved IN nc
cOrdance with the provisions or Act 20
of 1914 of the Legislature of Louisiana
= or any amendments thereof, with the con
sent of the stockholders represented at
general meeting of the stockholders called
= for that purpose, after ten days notice II
writing addressed to the last known al
I dress of each of the said stockholders:
Any changes proposed or made witt
= reference to the increase or reduction o
= the capital stock shall be made in accord
! ance with the laws Of the State OF Louis
I-N.. - oil