The herald. [volume] (New Orleans, La.) 1905-1953, 1922-08-17
CHARTER.

country for the purpose Of carrying GU
the objects and purposes Set forth i'll thl'
article
Fifth: And to do all things necessary
and incidental to the carrying out of the
oh iects 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 other state ol
Parish of possession of the United state
of America or foreign country hat vii
permit the same.
ARTICLE IV-It shall have all th'
rights and privileges granted by law u
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 al
pleasure, to buy, own, hold. lease, receive
convey. mortgage, hypothecate or pleds'
property, both real, personal and mixed
to issue bonds, notes and other obllga
tions: to have, engage and employ sucI
officers, managers, and employees as th'
business interests and convenience OF th'
corporation may require; to make, adopt
establish such bylaws, rules and regula'
tonS in the corporate name, not repuS'
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 th'
charter of this corporation, for the man
agement of the corporations affairs, a.
the stockholders and board of directors
may deem necessary and eNpedient.
ARTICLE V-The capital stock Of this
corporation shall be eighty thousand and
UO/lOO (SSOOO0.OO) dollars, represented 10y
eight hundred $500 shares Of one hun
dred and 90 100 (Sl000Gl 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 VI-This corporation shall
/ begin business and be n going concern
when eighty thousand and OO/lOO ESQ.,
0OO O0) dollars of stock shall have been
subscribed for and paid in. and when
ever an increase of said capital stock shall
have been authorized. fifteen days writ
ten notice shall be given TO Cacn stock
holder. within which tine 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 he 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
Oe 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 10 90 so small nave Deen given III
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
fhAF1 ron hnf Fore aGSn fWtr nnrt feat
ARTICLE VIII-At all elections by or
meetings of the stockholders each share
shall be entitled to one vote to be cast
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 1X-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 be elected at a meeting TO be
held for that purpose.
Any vacancies in the board of directors
so elected shall be filled by the said board
of directors. Louis W. Zoeller. 1919 Cal
hOun Street, New Orleans. La; Clarence
\. Hammer. 933 Louisiana Avenue. New
Orleans, La; William f. Bland, 1472 Cal
houn Street, New Orleans. La. shall con-
stltute tne nrSt 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
inabove named shall elect their own Of
ficers.
The o0ycerS aiaota5 al a.,.u,
serve until the first Tuesday after the
second Monday in January, 1923. or until
their successors shall be elected are as
follows: Louis w. Zoeller, president. 1919
A. Hammer, vice-president. 933 Louisiana
Avenue, New Orleans, La; William f.
Bland, secretary treasurer, 1872 Calhoun
street, New Orleans. La.
On the first Tuesday after the second
Monday in January. 1923, and annually
the stockholders shall be held at the of
nee OF the corporation after fifteen days'
notice thereof shall have been given by
publication in one of the daily papers in
during said time, the first to be made If
teen days prior to said meeting. Every
BOARD of directors shall. at its first meet
Inc a1ter ITS election, or as soon there
after as practicable. elect from their own
number a president. vice president and a
treasurer. The board Of directors shall
also elect secetary, who may or NAV
not be member Of the board. The Of
nee or the secretary and treasurer NAV
he filled by one and the same person at
the discretion of the board.
A failure to elect directors on the dare
above specified shall not dissolve the cor
poratfon, 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 |
he full and complete notice to all stock |
holders of such meeting
Any director shall have the right IN no |,
represented at any meeting Of the board /
of directors of this corporation. by an at |
proxy. ~
The majority of the members of said
BOARD OF directors shall constitute a QUO
rum for the transaction and management |
or all business of said corporation. They
may make such bylaws, rules and reguIa- |
tions as they may think proper for TN, |
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 EN-
ployees. the same to change and dismiss
at pleasure, fix salaries for officers pro-
vided Tor herein: sell, convey, mortgage.
pledge. lease and purchase property
movable. immovable and personal borrow
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
iii things which may be necessary TO he
none IN the management of said business
ana may be permitted by law applying 10