The herald. [volume] (New Orleans, La.) 1905-1953, 1922-03-02
CHARTER.


monthly trial balance rrecedin, me hr
of such notice. ana the value time ,ne Dat.
and established shall constitute ~ loud
and price of said stock Tue Yah.
If within tweuty-four hours ,t,.-
notice to the owner. his agent ~, saa
sentative. does not join with Tho feprs.
/ establishing the prize. or yaino oOafd Il
stock. the board may proceed u,
further delay 10 fix the said vol, Nlthol
tHt rtIor' ana tri'' balance aforeSaiS as
that purpose, which writing arc Sq fOi
tn b" conclusive evidence for ana uecafei
/ all parties in interest iu tho asaiRg
/ whether the value j. established iteuse
/ joint act of th" owner, his ogant ny iAe
/ heirs or representative or by tho "lloE
| directors of said corporation actin UOafd q
persons. person
Upon the receipt of the offer
ance of any share holder TO purcbosa ceept
| stock. and upon obtaining guarants'% 0l
/ factory To said board for the nrics !, Sts
the board of directors shall then feot
| notice to the owner of the stock ~, gEs
| or representative. and before the % ssea,
! tiOn of the period Of eighty days Apia
| said. shall call in the certificate q, sloe
! Gates representing such stock and nSerf.
| price or value thereof and causa ny q.
To be transferred on the books Of ~. sane
| pOratiOn. Tue CO..
| ~ The preference, option and ri,,.
purchase. heretofore vested by poroInl
| Cd in the other shareholders sbaHrapl
in full force and effect in their ens
| acquire the shares of stock of Az, or
| stakeholder. and the formaliti,S ana ease
| of procedure. the terms. cOuditionS Ues
| latiOnS and delays hrreinaboya SSuPe
| in said paragraph shall apply in an lN
| Spects to the procedure TO be followns
| case of death. Immediately unon u
| nf IF Il.
holder il shall be the duty of the bos..sse
! directors To cause the necessary s,enN
( be taken to carry out and enforce az
! provisions. usS
| 81 The preference. option and r;,,.
purchase. hereinabove established I
| run in favor of each shareholder Of rec~5
l for his virile share in proportion 20 ~
| existing holdings in the stock. but sSoal,
any shareholder fail To exercise his ,sa.
| in this regard, his rights shall mas
| and be absorbed by the other sS..Sa
| holders, provided that the owner ~
widow. heirs or legal representativs. ~
| the case may be. shall not be ohNsai y
| deliver said stock unless the Offer "
! purchase the same shall include and Gov.
the entirety of the Offering under ns.g
| graph On, or all of the holdings ma.
paragraph (2).
a. All certificates Of stock shall h..
brief reference To the rights herein J.
tablished in the favor of the stoeI.
/ holders.
| ARTICLE V-All the corporate pox.,,
of this corporation and the managems,,
| and control of its affairs shall he vss,.S
| in. and exercised by board OF directs,
| composed of three stockholders, N,
| jOrity of which shall constitute ouo,S~
| for the transaction of all business ~
directors shall BE- elected annually BY IA.
stockholders, at a meeting to be heid a
the first Monday after the first SUNDAY a
| each year in the month of January al
| meeting to be preceded by three davs
written notice to the stockholders. Esr.
stakeholder shall be entitled. in person !,
| by proxy, to a vote for every share owns
| by him. and all elections shall be hsN
under such rules and regulations as mar
| be determined by the board of director
| The directors, when elected shall con
| tinue in office for one year. and unfa
their successors have been duly elets
and have qualified. No failure to eles
! shall operate the forfeiture Of this char
ter. Any vacancy occurring on this boar
shall be filled by the remaining director
! for the unexpired terms. The board a
| directors shall. at its first meeting aft1
| its election. select out of its number 4
president. and one or more vice presidenr
and shall also elect a secretary treasure
who need not. however, be a member of
the board. The president shall have tAs
right to appoint and dismiss the clerh
| and other employees of said cOrporatuu
| at pleasure, and as the interest and bua
ness of the same may demand He may
| exercise this authority by proxy. AM
director being sick or absent or about
| absent himself shall have the right to 40
point by written instrument, another d.
fectOr or stakeholder to act as his prov
In is stead ut any and all meeting Of III
said board of directors during his 3D.
sence. The first board of directors and
officers shall he composed of the following
named persons. who shall serve until The
election to be held in 1923, namely: Felix
+. Gunter, president. New Orleans. La
AS shares; William ]. Mitchell, yice-pres
dent New Orleans, La. l share; Louis B
Giraud. secretary treasurer, New Orleans
La. l share.
| ARTICLE VI-The funds of this tor.
poration shall be deposited from time 70
time in a bank or banks to be selected b.
the board of directors. All checks, notn
or other instruments drawn, executed q
issued, in the corporations name and Be-
half. shall be signed by the president ihi
the vice-president, or the seeretary-tre,t
urer. No officer shall thus sign or n
dorse the name of the corporation save
strictly in its concern.
| ARTICLE Vino stakeholder shall n
held liable or responsible for contraeh
faults or debts of the corporation, M
|
ton have the effect of rendering this cail
ter null. or of exposing any stoekholas
to liability beyond the unpaid balance q"
on the shares owned by him.
ARTICLE VIII-This act Of ineorpof
ton may be changed. modified, or alters
or this corporation may be dissolved, WI
the consent of the stockholders owhN
three fourths of all the stock OF this COZ,
poration, at general meeting CONVEX
60 hot nd off
, days written notice of this meeting ,sh,l
have been given through mail address
to each stakeholder at his last khv s
place of residence. In case OF dissoysss
by the expiration of this charter, or 4,ur
wise. the stockholders shall elect Nv
dat0r from among their own NUMBER ~
shall have full authority TO settle u. a.
wind up the business and affairs Of .,
d, company The terms and condluohs
: and the compensation for such se'Ab i,
shall be fixed at the time OF electVh =
case of the death or disability OF saia ~
missioner or liquidator before the hq', =.
ton of the affairs of the eorporau1n ~
successor to fill the vacancy may ~
: pointed by the stockholders A.. ,J
ARTICLE IX-Any and all NOTICES a. =.
: delays provided for by this charter -
be waived by the unanimous eonseA =.
? the stockholders unless prohibited W ~.
ARTICLE X-The names ana pos',sr,i;
j. addresses of the subscribers TO the s ~
; tai stock of this corporation. and tns NJ. ~
+ Der of shares subscribed by each OF ', p.
: are as follows: Felix +. Gunte 1,i,,l.-
> Orleans. Louisiana, 44s shares; WI.
! j. Mitchell. New Orleans, Louisns .Iss,,
l share; Louis b. Giraud, New o'"
{ Louisiana. / share. ..,.ss
: Thus done and passed, in my hv sis,s
1 office, at the City of New or,eahss ,,eifs
! said in the presence Of W. W. GU vi
. Jr.. and Jno. NJ. Klopf. competens. ~
: nesses of lawful age. and residing u n,rs
. city, who hereunto subscribe tnel , sf
I together with said parties ana me- ~ 81
' on the day and date set forth III Wv
ton hereof. t. IL
VI. Klopf.
o (ORIGINAL SIGNED: r. n
4 Felix f Gunter. New Orleans Ia IA