The herald. [volume] (New Orleans, La.) 1905-1953, 1922-10-05
AMENDMENT TO CHARTER OF
NEW ORLEANS PUBLIC SER
VICE, INC.

| United States of America. State O.
Louisiana. Parish of Orleans. city o,
New Orleans. BE il known and remen
| bered that on this 22nd day Of tn,
month of September. in the year Of ON
| Lord. one thousand. nine hundred anC
twenty-five and Of the Independence o,
the United States Of America. the on,
hundred and fOrty-seventh: Before me
Stamps Farrar, notary public, duly
commissioned sworn and qualified in
and for the Parish Of Orleans. State OF
/ Louisiana, therein residing. and in the
| presence of the witnesses hereinafter
! named and undersigned: Personally
! came and appeared. \. l.. kempSter
| president and Maurice II. Rooney, sec.
, rotary, respectively of New Orleans
! Public Service, Inc, a corporation Gre
ated by and existing under the laws OF
! the State Of Louisiana by an act be.
! fore Stamps Farrar. notary public
! Parish Of Orleans, State of Louisiana
| Of date August Is, 1922, recorded in
| the Mortgage office for the Parish of
| Orleans. State of Louisiana. on the 18th
| day of August 1922. in Book No. 1879
! folio (. and in the office of the Secre-
! tary of State of the State of Louis
| lana. at Baton Rouge, Louisiana, in
| Book Record of Charters No. los.
J Folio -. on the 23rd day of August
! 1922, and said appearers declared that
| a general meeting of stockholders of
said New Orleans Public Service, Inc,
was held on the 2lst day of September,
| W., AT the OI1lCe OF the company In
| the City of New Orleans. Louisiana, at
which meeting all of the stockholders
| of said corporation were present and
voted. and it was unanimously deter
mined and resolved to amend Article
" of the charter or articles of associa-
ton of said corporation so that same
should read as hereinafter set forth.
The said A L. Kempster and the said
Maurice H. Rooney. the president and
secretary respectively of New Orleans
Public Service. Inc, further declared
that at said general meeting of stock
holders il was resolved that they, as
officers of the company, be authorized,
empowered and directed to take such
steps as may be or become necessary
to make effective said amendment to
the charter.
Whereupon the said A L. Kempster
president; and the said Maurice H.
Rooney. secretary, of New Orleans Pub
lie Service, Inc, declared that they do
now appear for and on behalf of said New
Orleans Public Service, Inc, for the
purpose of making effective the action
of the stockholders of said company by
embodying the said amendment in no
tarial form, and they now declare unto
me. notary. that Article " of the char
Orleans Public Service, Inc, shall be
and is now amended so as to read as
follows tO-wit:
ARTICLE Iv-The capital stock of
be and is fixed as follows:
Ten million $4,000, OOO.OO) dollars
of preferred stock represented by one
hundred thousand G00,000) shares of
the par value of one hundred (S10OO0)
dollars each; and
Fifteen million (s15,OOO, OOO.OO) dol
lars of common stock represented by
one hundred and fifty thousand (l5O,-
OOO) shares of the par value of one
hundred ($100.00) dollars each
voting
powers, restrictions and qualifications,
of the preferred stock shall be as fol-
lows:
The preferred stock shall be en-
titled in preference to the common
common stock to dividends at the rate
of 10 per annum payable quarterly or
semi-annually as the board of direc-
tors shall determine and such DIVIDENDS
shall be cumulative from and after the
date of issue thereof. No dividends
shall be declared or set apart for pay
ment on the common stock until all
dividends then accrued on the preferred
stock shall have been set apart for
payment.
In any distribution of assets other
than by dividends from surplus or
profits. whether voluntary or involun-
tary, the preferred stock shall also
have a preference over the common
stock until the full par value thereof
and TO per annum thereon from the
date of issue thereof shall have been
paid by dividends or distribution. The
preferred stock shall not receive any
dividends from surplus or profits in ex-
cess of said par value and the amount
OF such accumulated dividends unpaid
thereon. but the common stock alone
shall receive all further dividends and
shares in distribution.
"All but not less than all OF the pre-
terred stock shall be subject TO redemp-
ton at the option of the corporation
upon any dividend date at its par value
and accrued and unpaid dividends there
on to the date fixed for redemption
upon the vote of not less than major
lty in interest of the outstanding COM
mon stock. Notice of the intention OF
the company to redeem the preferred
stock shall be mailed thirty days be-
fore the date of redemption to each |
holder of record of preferred stock at
mis- post office address appearing upon
the books of the company, and upon the |
deposit of the aggregate redemption
price with any national bank or trust
company in the city of New York named
IN such notice, payable to the order OF
the record holders of the preferred
STOCK on endorsement and surrender OF
their certificates. said holders shall AT
the expiration of said notice cease to
be stockholders. Upon any issue OF ad-
tlonal stock of the company OF any
class or holder of outstanding stock or /
any class shall be entitled of right by |
reason OF such stock holding to SUD
scribe Tor. purchase or receive any por,
ton of the additional stock so issued
but the board of directors of the COM
pany may dispose of all or any portion
or such additional stock without otter-
ing the same in the first instance 10
the stockholders of the company for
SUBSCRIPTION or purchase.
The preferred stock shall not entltle
any holder thereof to vote at any meet
ing of stockholders or election or the
corporation or otherwise to participate
IN any action taken by the company OF
stockholders except as may be required
by law; and except that IL at any time
the accumulated and unpaid dividends
on the preferred stock to the last divi-
dend date shall equal seven $1,000 dol
lars per share a meeting of the STOCK
holders for the election Of directors
shall be called in accordance with tne
bylaws upon the request of the holders Il
OF record of ten (10T) per cent OF
more of the preferred stock then OUT.
standing, and at such meeting ana az
all other meetings of stockholders TOT
The election of directors held while any