The herald. [volume] (New Orleans, La.) 1905-1953, 1922-06-01
CHARTER.

From and after the date of in'orpor
/ alton the dividends on said preferred
stock shall be cumulative, 80 that II IL
any year subsequent thereto dividends
amounting to eight per centum (SfcD pei
annum shall not be paid on said pre-
! ferred stock, the deficiency shall IL
charge upon the net earnings of the
. company until paid: but tn" Board oi
Directors may provide at the time Of
i issue of any preferred stock that the
/ dividends thereon shall be cumulative
/ only from the time of such issue. The
/ holders of the preferred stock shall, in
I ease of liquidation or dissolution of the
company. he entitled to be paid in full
the par value of their preferred shares
Of stock and the dividends accumulated
and unpaid thereon. before any amount
shall be paid to the holders of the com
mon stock.
The holders of The preferred stock
shall have no voting powers whatsoever.
nor shall they be entitled to notice of
any meeting of stockholders of the com
pany. Said preferred stock shall be sub
jet 10 redemption at one Hundred AMI
Five Dollars (SlOJ.O0) per share. and
accumulated dividends thereon, at any
time after three years from the issue
thereof AT such time or times and in
such manner the Board of Directors
may and shall determine.
ARTICLE V. No transfer of stock or
this corporation shall be binding upon
the company unless and until the trans
fer il actually made the books OF
said corporation In the manner required
by law. Prior to such transfer this cor
poratiOn shall he authorized to deal only
with the person in whose name the stock
stands on the books of such company.
No stakeholder of this corporation shall
have the right to sell his said stock OF
pledge or hypOthecate the same with
out first having offered 1t to the Board
of Directors of this corporation, and
given said Board of Directors thirty 500
days within which TO purchase said stock
at its market value. or 10 receive the
same in pledge. as may be desired by
the holder of said stock.
All the corporate powers of this cor
pOration shall be vested in and exercised
by Board of Directors to be composed
of not less than three 90 nor more than
ten lOl holders of the common stock Of
this corporation.
The following named stockholders, with
their addresses here given. snail cOnStI-
tute the first Board of Directors Roy
l.. Calamia. a. Morgan boulevard. New
Orleans. La; Shields O'ReardOn. s. Nor
+. +. Darby, 29ll PTytania street. New
Orleans. La. being three stockholders.
Three members shall constitute a quorum
and be authorized to transact business
Der of directors remains three in num-
ber: but if said Board of Directors is
increased to more than three members.
then simple majority shall constitute
quorum, and be authorized and EN-
powered TO transact business for the
corporation.
The directors herein named. and the
Officers herein named, constituted AMI
respective capacities until the third
Tuesday in March. 1923, at which time,
and annually thereafter. on the third
Tuesday of March. unless that day be
legal day following, new Board OF
Directors and new officers shall be
named by the Board. The present Board
OF Directors and appointed officers shall
hold office until their successors shall
have been elected and qualified.
The Board of Directors shall be con- |
Vened on verbal or written notice, and |
any director who may be prevented from
may give his written proxy to any other |
member of said Board, whether said |
meeting be general or special.
ARTICLE VII. The names and Off |
GERS TO serve and act in their respective |
capacities from the date of Incorporation |
until the first annual meeting to be held /
on the third Tuesday in March. 1923. are
as follows: Roy l.. Calamia. President:
Darby. Secretary Treasurer.
ARTICLE VIII The names and post
office addresses of the subscribers to
.hese articles of incorporation and the
Tor by each are as follows: Roy L.
Ialamia. a Morgan boulevard, New Or
cans. La, 100 shares common, - shares
preferred: Shields O'Reardon, So Morgan
boulevard, New Orleans. La. 100 shares
,0mm0n p shares preferred; f. F. Darby,
S11 Prytania street. New Orleans, La,
shares common. no preferred.
Thus done and passed at my office in |
he city of New Orleans. state of Louis
ana in the presence of Harry Gamble
Ind l.. +. Ernst, competent witnesses.
Who have signed these presents with
aid appearers and me- Notary. after due
eading of the whole.
Original signed: Roy l.. Calamia 100
mares common stock, % shares preferred
tOck; Shields O'Reardon. 100 shares
ommOn stock. - shares preferred stock:
:. +: Darby, shares common stock.
HARRY GAMBLE.
l.. T.. ERNST
a true copy:
HARRY EMMETT McENERNY.
Notary Public
State of Louisiana. Parish OF Orleans
'eiore me- the undersigned authority in
nd for the parish of Orleans, duly quail
ned and commissioned. personally came
nd appeared Roy l.. Calamia and Shields
, Reardon. who being by me duly sworn.
10 l ID depose and say: That they are both
nd that fifty per centum (5Og6) of the
apital authorized has been subscribed.
M that more than fifty per centum
oo.o OF the amount subscribed has been
aid In. Roy l.. Calamia, Shields O'Rear-
on.
Sworn to and subscribed before me {
his 18th day Of May, 1922. {
HARRY EMMETT McENERNY,
Notary Public.
1. the undersigned Recorder of Mort
ages in and for the parish of Orleans I
tate or Louisiana. do hereby certify that ,
he above and foregoing act of incorpOr- ,
tion OF Calamia & O'Reardon, Inc. was ,,
ms DAY duly recrded in my office in :
New Orleans, La, May 20. 1922
ROBT. SCOTT, by. r.