The herald. [volume] (New Orleans, La.) 1905-1953, 1922-07-27
CHARTER.

|
article
| Fifth: And to do all things necessary
! and incidental to the carrying out OF the
! objects and purposes for which this cor
poratiOn is organized and for such pur-
poses to engage in business in the State
| of Louisiana and with any otner state or
| Parish of possession of the United states
of America or foreign country that VIII
permit the same.
| ARTICLE IV-It shall have all the
rights and privileges granted by law 10
! such corporations: shall have the power
to contract, sue and be sued in its cor
pOrate name, to make and use corporate
seal and the same to break and alter at
pleasure, to buy, own. hold, lease, receive.
I convey, mortgage, hypOthecate or pledge
/ property, both real, personal and mixed
| to issue bonds. notes and other obhga-
/ tons: to have, engage and employ such
| officers, managers, and employees as the
business interests and convenience OF the
corporation may require; to make adopt,
establish such bylaws, rules and regula-
| tionS in the corporate name, not repug-
nant to the laws of the State of Louisiana,
or other states, territories or possessions
of the United States or foreign countries
in which they engage in business, or TIA"
charter of this corporation, for the man
agement of the corporations affairs, as
the stockholders and board of directors
may deem necessary and eXpedent.
ARTICLE V-The capital stock Of this
corporation shall be eighty thousand and
w lUO tSNO,UOO.OUl dollars, represented ny
eight hundred $500 shares Of one hun
bred and 90 100 CS1000O) dollars each.
The stock shall be paid for in cash when
subscribed for, or the same may be is
sued for property actually received by or
services actually rendered unto the said
cooperation. but said stock shall not be
issued for less than par.
ARTICLE yI-This corporation shall
begin business and be going concern
when eighty thousand and 0OIlOO (SSO,-
OOO0O) dollars of stock shall have been
subscribed for and paid in, and when
have been authorized, fifteen days writ
ten notice shall be given to CaCn stock
holder, within which time the present
stockholders in the corporation shall have
the right to subscribe to said increase of
stock in proportion to the number of shares
of stock held by them and which shares
shall be paid for at such time and in such
manner as the board of directors may di-
rect. After the expiration of the said time
for subscriptions and payment, the board
o. directors may dispose of the shares
not taken. for the benefit of the corpora
ton, in such manner as they may think
proper, at not less than par.
ARTICLE Vino stakeholder shall
sell or otherwise dispose of any share or
shares of the capital stock of this corpora
ton until ten days prior notice of such
intent TO do so shall have been given in
writing to the corporation. during which
time any one or more OF the stockholders
shall have the privilege of purchasing said
stock so offered at the actual value. based
upon the books of the corporation.
All transfers of stock shall be made on
the books of the corporation by surrender
ing the certificate thereof TO the presiding
officer. who shall write the word can
celled" prominently across the face there
Of and erase the presidents signature
therefrOm before issuing a new certificate.
ARTICLE What all elections by or
pf holders
shall be entitled to one vote to be east
either by the person in whose name the
stock appears on the books of this cor
poratiOn at the time of voting or by an
attorney holding said stockholders writ
ten proxy.
ARTICLE IX-The business and cor
pOrate affairs of this corporation shall be
transacted by a board of directors of not
less than three directors nor more than
five directors. TO be composed of stock
lolders thereof and they and each -.
them shall he elected at a meeting to bs
held for that purpose.
Any vacancies in the board of directors
so elected shall be filed by the said board
of directors. Louis W. Zoeller. 1919 Cal
hOun Street New Orleans. La; Clarence
4. Hammer 933 Louisiana Avenue. New
Orleans, La; William r. Bland. 1872 CAL
hOun Street, New Orleans. La, shall con
stitute the first board of directors who
shall hold office until the first Tuesday
after the second Monday in January. 1923
or until their successors are elected and
qualified. and each subsequent board
shall have their seats Immediately follow
ing their election. or as soon thereafter
as practicable and shall hold their office
until their successors shall have been
elected and qualified. The directors here
inahOve named shall elect their own Of
ficers.
The officers elected and designated to
serve until the first Tuesday after the
second Monday in January, 1923, or until
their successors shall he elected are is
follows: Louis W. Zoeller. president. 1919
Calhoun Street. New Orleans. La: Clarence
\. Hammer, vicepresident. 933 Louisiana
Avenue New Orleans, La; William +.
Bland. secretary treasurer, 1472 Calhoun
Street. New Orleans. La.
On the first Tuesday after the second
Monday in January. 1923, and annually
thereafter an election of directors. by
the stockholders shall be held at the Of
flee of the corporation after fifteen days
notice thereof shall have been given by
publication in one of the daily papers in
this city. by three publications thereof
during said time, the first to he made fif-
teen days prior to said meeting. Every
board of directors shall, at its first meet
ing after it's election. or as soon there
after ms practicable, elect from their own
number n president. vice president and 4
treasurer. The board of directors shall
also elect a secetary, who may or may
not be member of the board. The Of
flee of the secretary and treasurer may
he filled by one and the same person at
the discretion of the board.
A failure to elect directors on the date
above specified shall not dissolve the cor
pOratiOn, but the then existing board of
directors shall continue in office until
their successors are elected. Fifteen DAYS
prior notice shall be given in the manner
hereinabove provided. which notice shall
be full and complete notice to all stock
holders of such meeting
Any director shall have the right to be
represented at any meeting of the board
OF directors of this corporation. by an at
torney holding said directors written
proxy.
The majority of the members of said
board of directors shall constitute a quo
rum for the transaction and management
of all business of said corporation. They
may make such bylaws, rules and regula-
tions as they may think proper for the
transaction of the business and affairs Of
said corporation, and change. alter and
amend same at pleasure; appoint and fix
salaries of all officers. clerks and ON
ployees. the same to change and dismiss
at pleasure fix salaries for officers pro-
pledge. lease and purchase property.
money, issue notes and bonds, lend money.
make contracts and sign and cause to be
signed all necessary acts. deeds etc. to
take judicial proceedings in the name and
on behalf of this corporation. and TO do
all things which may be necessary to be
done in the management of said business
and may be permitted by law applying TO
corporations and declare dividends.
ARTICLE N-This nor NJ instrumentation