The herald., 1922-03-16

State of Louisiana. Parish of Orleans,
City of New Orleans, Be ii known. That
on this 9th day of the month of Feb
ruary in the year of our Lord one thous-
and. nine hundred and twenty-five, be-
fore me. Frederic C.. Marx, a notary pub
lie. duly commissioned and qualified In
and for the Parish of Orleans, City OF
New Orleans, State of Louisiana, therein
residing, and in the presence of the wit
nesses hereinafter named and under
signed. Personally came and appeared,
the several persons whose names are
hereuntO subscribed, who severally de-
clared that. availing themselves of the
laws of the State of Louisiana, in such
cases made and provided, they have cove
nanted and agreed and bind themselves as
well as all such persons as may hereafter
become associated with them to form q
corporation for the objects and purposes
and under the articles and stipulations
following, to-wit:
ARTICLE 1.-The name of this corpora
ton shall be American Heating & Plumb
ing Company, Inc. and under its said
corporate name il shall have power and
authority to have and enjoy corporate
existence and succession for the full term
and period of ninety-nine years from and
after the date hereof; to contract, to sue
and be sued. to make and to use a corpo-
rate seal and the same to alter and break
at pleasure; to hold. receive, lease, pur-
chase and convey, as well as mortgage and
hypothecate property, real, personal and
mixed, cOrDOreal ana 10 nd0e
and APPOINT such managers, agents, direc-
tors and officers as its business interest
and convenience may require. and to make
and establish. as well as alter and amend
from time to time such bylaws. rules and
regulations for the proper government OF
the affairs of said corporation as may be
necessary and proper. .
ARTICLE 1.-THE dOmicie of this co
poration shall be in the City of New Or
leans, State of Louisiana. and all citations
nr nf ha uad m
on the president of said corporation. or in
the event of his absence. upon the first
vice-president thereof, and In the absence
Of both of said officers upon the treasurer
of said corporation.
ARTICLE III-The objects and pur-
poses for which this corporation is or
ganized and established and the nature OF
the business to be carried on by it are
hereby declared to be: the carrying on OF
a heating and plumbing business; a gen
eral supply business, for their own &C
count, as agents or on commission, plumb
ing goods and supplies, plumbing special
ties, including iron ware, enamel and
vitreous ware and brass and rubber goods
used by plumbers. steam goods and sup
plies, steam specialties. engineers supplies
and specialties. gas and electric appli-
ances sawmill, oil mill. railroad and
plahtation machinery and supplies, and
| all articles and merchandise whatever con-
nected with the plumbing and machinery
business and to do a general contracting
business. and to do all things incidental
to or connected with said business. This
corporation shall further have the right
to acquire patent rights to such ma
terials. and shall have the right to en-.
gage in the manufacturing and sale OF
the same.
ARTICLE Iv-The capital stock of this
corporation is hereby fixed at the sum
of fifty thousand and 90 900 Cs5O.OOO.O 90,
divided into and represented by five hun
dred 5000 shares of the par value of one
hundred and 90 900 dollars (slO0.00) each.
Said stock shall be paid for in cash. or in
such instalments at such time and after
such notice to subscribers as the board
Of directors may fix, or same may be is
sued at not less than par for labor done or
services performed for said corporation. OF
for property or rights actually received
by said corporation.
Twenty-Five thousand and 90 700 dol
lars ($25.OO0) OF the capital stock has
been subscribed to the corporation at the
time of the passing Of this act of incor.
poration, and this corporation shall be
come going concern and shall be au-
thorized to commence business as soon
as twenty five thousand and 90 900 dol
lars ($25,000O0) Of its capital stock shall
have been paid for: either in cash or fol-
labor done. or services performed for said
corporation, or for property or rights ac-
tually transferred to It,
ARTICLE V-The capital stock of this
corporation may be increased up to the
sum oI Two hundred ana fifty Thousand
and 90 900 dollars $3.50 OO0.O0) by a vote
of two-thirds of all the stock, at a meet
ing called for that purpose.
ARTICLE VI-Transfer of stock shall
be made only on the books Of the corpora.
ton. subject to such regulations and form
aiities as the board of directors may pre-
scribe. Any stakeholder wishing to sell
his stock must offer the same in writing
to the other stockholders. through the
board OF directors. at a price not exceed
ing the book value thereof, who shall
have an option to purchase all shares OF
stock to be disposed of by SALE resigna-
ton. death, or otherwise. of any of its
members. and they shall have fifteen days
IN which to accept or decline said offer
should the board Of directors decline to
purchase any stock, the stakeholder who
has made the offer to SELL may then dis.
pose OF his stock In any manner or at any
price he may see it, but any sale or
transfer made by a stakeholder In viola
ton OF this article shall be void. and no
transfer Of stock shall be made on the
books OF the corporation unless the provi-
sions thereof are strictly complied with
ARTICLE VH-An the corporate
powers Of this corporation shall be vested
In and exercised by a board Of directors,
composed of five stockholders, three Of
whom shall constitute q quorum for the
transaction Of business. Any director NAV