The herald. [volume] (New Orleans, La.) 1905-1953, 1922-10-26
CHARTER.

I erty. real. personal and mixed; TO is
/ she negotiable bonds and notes, or
l other evidences of debt, to name and
| appoint such managers, agents, direc-
I tors and officers as its business inter-
/ cStS and couNenienC"S may require. {"
make and establish as well as to alter
! and amend. from time to time. such by
1 laws. rules and regulations for tn
proper management of tn" affairs Of
/ this corporation, as the same may h'
necessary and proper, said corporation
shall have further power to acquire.
sell and dispose Of the capital stock ia
/ other corporations. and further enjoy
/ and exercise all the rights ana priv
/ iIcEeS and grants under the laws Of this
state. and more particularly under \'i
/ 90 Of the Louisiana Legislature "i
1914.
/ ARTICLE 1.-THE objects and pur-
poses for which this corporation is or-
gaulzcG and the nature of the business
/ &" be- carried on Icy II. are hereby de-
] Ciarcd To Toe. To conduct and carry ON
4 the business of electrical machinery.
! equipment supplies. electrical COUSt'u'-
! t"u. gas and steam, as well as L"
transact a general business in any
! commodities and any other business
J Incidental thereto or connected there
/ with.
ARTICLE III-The capital stock o.,
] this CORPORATION is hereby fixed al tho
! sum of ffty-fivc thousand dollars
! l>55.oUu 0oD. Of tn" par value of one
! hundred dollars $4,000 per share. To-
J toe divided into thirty-fiv" thousand
! dollars 1886. 100000 preferred and
twenty thousand dollars l$2o.0oU.ooJ
/ common stock. said capital stock may
/ he increased to five hundred thousand
I dollars (S5UOuOO OUp; which said CAPT
tai shall Ice payable at such time and
! in such inStaIImcntS and under such
| conditions as the Board of Directors
! may determine. This corporation shall
Ice going concern and authorized &"
DO business as soon as fifty per cent
of its authorized capital shall be sub
sCribcd for. and at least fifty per cent
/ of its authorized capital shall Ice paid
for. Both the common and the PIE
| f4rred stock Of this corporation shall
only be issued for cash. or for services
rendered merchandise. property. or
other valuable considerations. enurinE
20 this corporation, according to the
| exclusive Judgment and findings Of the
Board Of Directors thereof.
ARTICLE IV-The other conditions,
limitations and provisions under which
the preferred stock shall be issued ar"
hereafter enumerated: The holders of
preferred stock shall be entitled 10 re-
ccivc out of the net profits of the cor
poratiOn a fixed dividend of 5 per cent
per annum, payable annually, to-wit.
on the 18th day of October Of each
and every year. commencing with the
18th day of October, 1928, before any
for the common stock for the period
heretofore elapsed. The principal or
par value of said preferred stock with
cumulative dividends thereon at per
cent per annum from date dividend
should have been paid. and arrears Of
interest on such dividends as herein
after fixed. shall be paid in full out
of the assets of the company in prefer
ence to any of the common stock, in the
event Of liquidation of this company
from any cause and before any diStri-
button can be made of the capita!
among the holders of common stock.
The dividends upon the preferred stock
are to be cumulative and bear SO per
annum interest from their maturity
date as herein provided. compounded
annually, so that if for any period. or
periods. the said dividends are not
paid the right thereto shall cumulate
against the common stock; and all ar
a rearS of such dividends so cumulatcd
and interest thereon, as herein pro-
vided must be paid before dividends
can be paid on the common stock. The
preferred stock shall not be entitled.
however, to participate in any other
earnings. dividends or profits The
to he credited with dividends shall com
mence from the date of actual pay
ment of such stock.
The Board of Directors shall have
the right and option of retiring the
preferred stock, in whole or in part
/
after five years from the date of this
charter, at the price of one hundred
and ten dollars ($11000) per share in
addition to the cumulated dividend,
: and interest thereon, if any, as here.
= inabove provided for. Such retirement
| shall be at the option of the Board Of
| Directors, and shall be effected by
payment out of the surplus funds: and
|, in no case shall such preferred stock
, be retired under circumstances as
would produce an impairment of the
; / capital stock of this corporation the
outstanding common stock to be then
| worth no less than par. Such retire
. ment or redemption of preferred stock
can only be effected on thirty DAYS
previous notice in writing to the had
ers of preferred stock of record. after
drawing by lot in the presence of .the
Board of Directors. Upon such notice
| all dividends, interest and arrears shall
cease with respect TO such retired
! stock.
Preferred stock shall enjoy no vot-
ing power, and no holders or owners
of preferred stock shall be entitled 10
any vote with respect TO such preferred
: stock. in any of the affairs of this cor
poration or meetings of the stockhold-
ers or directors thereof, or otherwise.
ARTICLE YIN the event of any
holder or owner of stock, as well as
his widow, estate or heirs, whether of
preferred or common, desires to sell
owner. as well as his widow. estate or
heirs, must first tender such stock to
the other stockholders, through the
Board of Directors. for purchase. for
a period of thirty days, in writing. at
the price of said stock on the books
of the corporation, and during said
period of thirty days the said stock
holders shall have the exclusive right
to accept or reject the purchase of
said stock. as they may elect; and in
the event said stockholders, through
said Board shall fail to make said pur-
chase within the said period at the
price offered. under the conditions
aforesaid. then and in that event the
stakeholder or stockholders desiring TO
dispose of his stock. may sell the Same
to such other person or persons as he
may see fit. All stock in this cor
poration, whether common or pre-
ferred, issued or to be issued, shall be
subject to the provisions of this
article.
| ARTICLE VI.-The domicile OF this
corporation shall be in the City of
New Orleans, La, where all meetings
of the stockholders or directors must
be held; provided, that, with the writ
ten consent of all the directors, valid
meetings of the directors may be held
outside of the State or within the
State elsewhere than at its domicile
Citation shall be served upon the Pres