The herald. [volume] (New Orleans, La.) 1905-1953, 1922-04-13

United States of America, State of
Louisiana, Parish of Orleans, City Of
New Orleans. BE it known that on this
the fourth day of the month of April,
nine hundred and twenty-five, before me,
CARL c. FRIEDRICHS, Notary Pub
lie, in and for the Parish of Orleans,
State of Louisiana, duly commissioned
and qualified, and in the presence of the
witnesses hereinafter named and under
signed, personally came and appeared
the several persons whose names are
hereto subscribed, all above the full age
of majority and citizens of the United
States of America, who severally de-
clared that, availing themselves of the
benefits and provisions of the Constitu-
ton of the State of Louisiana and of
the laws of said state relative to the
organizing of corporations, particularly
Act 267 of 1914 of the General Assembly
of the State of Louisiana, and all amend
ments thereunto, they have coyenanted
and agreed. and do by these presents
covenant and agree and bind themselves,
as well as such persons as may hereafter
join or become associated with them and
their successors, to form themselves unto
and ordain and establish a corporation
and body polite in law for the objects
and purposes and under the stipulations
following, to-wit:
ARTICLE 1. The name and title of
this corporation shall be THE MERCAN-
TILE SERVICE CO., INC, and under said
corporate name Ii shall have' and enjoy
succession for the period of ninety nine
years from the date hereof, under it's
corporate name, commencing with the
date of this act, unless sooner dissolved
by the action of its stockholders or in
the manner provided by law; under its
corporate name it shall have and enjoy
and exercise all the rights and powers
and privileges hereinafter set forth, as
oil M
hereafter be granted by law to corpora
tons of this character, with full author
ity to contract, sue and be sued, plead
and be impleaded, appear, answer and
prosecute in any and all courts Of JUS
tice and elsewhere; to make and use a
corporate seal, which is hereby described
as follows:
Two concentric circles having within
the words, 1.-THE Mercantile Service Com
pany, Inc.," New Orleans in the margin,
and an Eagle design in the center.
To name and appoint such directors,
officers, managers, clerks, attorneys,
agents and other employees to admin
lister its affairs as may be deemed neces-
sary and proper; to make and ordain
such bylaws, rules and regulations for
the proper management OF its affairs as
may be deemed necessary and proper.
and the same to repeal, amend and alter
ARTICLE III. The domicile of this
corporation shall be in the City of New
Orleans, State of Louisiana, and all cita-
lions or other legal process shall be
served upon the President of said corpor-
alton; or, in the event of his absence, upon
the Vice-President, who is acting presi-
dent; or, in the absence of both, as the
law directs.
ARTICLE III. The capital stock Of
Hundred Shares, of which Two Hun
dred (2O0) shares shall be eight per cent
cumulative participating preferred stock
at Fifty Dollars ($50.00) each and Four
Hundred (400) shares shall be common
stock having no par value, to be paid
for by the subscribers thereto, by money,
property or labor done at the time Of
the subscription. The preferred stock
of this corporation is never to exceed
Thirty-three and one-third (33 1-3) per
centum of its total capital stock. The
control and management of this corpor-
alton, including the voting power and all
other corporate powers, usually exercised
by it, to be vested In common stock to
the exclusion of the preferred stock
herein created.
Said stock shall be represented by GER
tifcates of stock, signed by the Presi-
dent and Treasurer; and, in the absence
of the President, by the Vice-President,
and shall be transferred on the books
of the company only upon surrender Of
proof Of loss or destruction Of the out
StanOlng cert10cdLe, anu no stOCkuOiutI
shall be entitled to vote on any shares
transferred TO him within thirty days
preceding the day upon which he at
tempts to vote same.
The capital stock shall be fully paid
and non assessable when issued IL shall
be represented by certificate and shall
be personal property.
Transfers Of the stock Of this corpor-
alton shall be made only on the books
of this corporation by the stockholders
in person or by written proxy, and
under such regulations as the Board Of
Directors may prescribe.
ARTICLE w. The preferred stock
shall be entitled, out of any and all sur
plus net profits whenever ascertained, to
accumulative dividends at the rate of
eight per cent per annum in each and
every year hereafter, in preference and
priority to any payment Of dividends on
| the common stock for such year. after
| providing for the payment Of full divi-
dends for any year on the preferred
stock and for any balance that may re-
main due on accumulative dividends on
such preferred stock for preceding years,
and IL there shall remain any surplus
net profits not necessary for maintenance,
| improvements or engagements, 1t shall
| be distributed as follows: Twenty five
| (25) per cent Of said surplus net profits
shall be placed in a sinking fund to re-