The herald., 1922-09-21
ii4E HERALD, ALGIERs, LOUISIANA
CHARTER.

r management OF the business and affairs o
2 tSis corporation, and said board of direc
0 tors, which is hereby clothed with all o
the corporate powers of this corporation
shall have full power and authority T.
. borrow money and to execute mortgage
and pledges and create liens; to 1ssu
bonds, notes and other obligations ana u
secure same by mortgage and Iorpledge o.
p otherwise and generally to do any ant
. all things reasonable, convenient or neces
sary for the proper conduct of the bust
ness and affairs of this corporation; ana
| in its discretion, the board OF dlrector'
may create and select an executive com
: mittee to be composed OF not less thai
, three CD of its own members, to which
committee the board of directors may
grant all or any of its powers to be eN
ercised during the interim between meet
ings of the board of directors itself.
A director of this corporation shall not
be disqualified by his office from dealing
or contrasting with the corporation ethel
as vendor, purchaser or otherwise, MOI
shall any transaction or contract of this
corporation be void or yOidable by reason
of the fact that any director or any frnl
Of which any director is a member, or any
corporation of which any director Is a
shareholder or director, is in any way in
terested in such transaction or contract
! provided that such transaction or con
tract is or shall be authorized. ratified or
approved either % by vote of majority
of n quorum of the board of directors or
ing in such majority or quorum any dl-
rector SO interested or members of a hrm
so interested or a shareholder or director
| of corporation so interested, or ~ by
a vote of a stockholders meeting Of the
holders of record of majority of all the
| outstanding shares of common stock OF
| the corporation or by writing or writings
| signed by majority of such holders; nor
! shall any diectOr be liable to account to
| the corporation for any profits realized
by and from or through any such trans
action, or contract of this corporation au-
! thoriZed ratified or approved as afore-
| said by reason of the fact that he or any
| firm of which he is a member, or any
| corporation of which he is shareholder
or director, was interested in such trans
action or contract.
ARTICLE VI-This act of incorporation
may be modified, changed. altered or
amended, or the capital stock OF this cor
poration may be increased or decreased.
or this corporation may be dissolved with
the assent of two-thirds (2/3) of the out
standing common stock of this corpora
ton expressed, given and obtained at
general meeting Of such stockholders con-
yened for such purposes, or any of them,
after previous notice of such meeting shall
have been given to each common stock
holder by notice addressed to him at his
last known place of residence. and de-
posted in the mails of the United States
at least fifteen Q5) days previous to the
date of said meeting, unless other notice
for a meeting of such character be pre-
scribed by law, in which event, notice
shall be given in conformity with law.
Whenever this corporation may be dis
solved. either by limitation or from any
any other cause. its affairs shall be liqui-
dated by three 49, commissioners to be
elected by the holders of the common
stock at meeting convened for said pur
pose as above provided and after due no
tice; majority of said stock represented
at such meeting shall be requisite for
the election of such commissioners. Such
commissioners shall remain in office until
the affairs of this corporation shall have
been fully liquidated. In case of the death
or resignation of any one or more of said 1
commissioners, the vacancy or vacancies
vor. In the event of any disagreement
among said commissioners, the action of
the majority shall prevail and be binding |
ARTICLE VINO stakeholder shall |
faults or defaults Of this corporation in |
any further sum than the unpaid balance |
II any, due the corporation on the shares |
of stock owned by him; nor shall any
effect of rendering this charter null, or Of |
exposing a stakeholder to any liability |
beyond the unpaid amount remaining due
on his said stock
ARTICLE VHI-The following shall
the first board Of directors of
this corporation: A. l.. Kempster. A. T.
McCOard. III. A. Ferrandou RaouI Sere
Jr., Maurice III. Rooney. Said board of
directors shall hold Office until the third
Tuesday in January, 1923, or until their
successors shall have been duly elected
and qualified.
The subscribers to the capital stock of
this corporation and their respective ad-
dresses are: A. L. Kempster, 421 Baronne
i21 Baronne Street. New Orleans, La; ii.
Ferandou, 421 Baronne Street. New Or
leans. La; EaOul Sere, Jr., Hibernia
guiding New Orleans, La: Maurice II.
Rooney, Hibernia Building New Orleans
La.
The subscribers hereto have written
opposite their respective names the num-
Der of shares of capital stock in this cor
poIation SUBSCRIBED for by each of them.
and this act OF incorporation shall serve
rs the original subscription list of this
corporation.
-, Thus done and passed in my office, in
he city of New Orleans, on the day,
month and year first above written. in the
presence or Messrs. Justin V. Wolff and
ludwig c. Mulling, competent witnesses,
who have hereunto signed their Names
ogether with said appearers and me- no.
'ary' after due reading Of the whole
(ORIGIANL SIGNED)
A. L. kempster, preferred stock. twenty
I've shares, $4,000: A. L. Kempster | |
,ommon stock. twenty ne shares, So
1000; A. b. McCoard, one share. 500 !
4. A. terrandou, one share, $4,000: Raoul
'ere, Jr. one share. $4,000; NJ H. Rooney, {
witnesses: Justin V. woln. Ludwig c. l
Nulling. -
(ORIGINAL SIGNED) In
STAMPS FARRAR, e
'seap Notary Public :
L, the undersigned Recorder of Mort |
.ages In and for the Parish of Orleans. /
state OF Louisiana, do hereby certify that I
he above and foregoing act of incorpora-
vas this day duly recorded in nv Office >
ION OF New Orleans Public Service. Inc 2
n Book 1919, folio =.
New Orleans, August IS. 1922. t
tSlgned) ROBT. SCOTT. a
Deputy Recorder t
!, the undersigned notary public. do a
ereby certify that the above and forero-
ng is true and correct copy of the char o
err or New Orleans Public Service. Inc
assed befoe me August Is. 1922. with the a
ertihcate Of the Recorder of Mortgages
ttached thereto Of record and on file in Z
New Orleans, La, August 10. 1920. q
(SeaD Sota Ann pah,,o q
Jug. 24-Sept. %. u
HARTER OF THE CHIPLEY COTTON n
COMPANY, INC m