The herald. [volume] (New Orleans, La.) 1905-1953, 1922-04-06
CHARTER.

agree ana blnd themselves. a. N'il "o
such other persons AZ may hereafter be
come associated with them, TO form
themselves into a body polite IN Ia"
for the objects and purposes and under
articles. terms and considerations foIlO"-
ing, tO-wit:
ARTICLE l. The name and title OF
this corporation shall be SlMPLhA
SLEEVE VALVE COMPANY, INC, ana
under its corporate name il shall have
power and authority 20 have and ENJOY
succession for the term OF nluet! nine
(g9l years from the date hereof TO
contract. sue and be sued, to max" ana
Use corporate seal. and the same TO
break and alter at pleasure; TO h"Id' re
ceive, lease and purchase under IT. cor
pOrate name. property. both real per
sonII and mixed. and the same so sell.
mortgage. pledge, hypOthrCat". lease or
otherwise dispose Of, 10 lend any Por'
tion of its capital stock or income from
. other sources or mortgage or other
security; To contract. make and endorse
! bills of exchange and promissory notes;
| to issue bonds, to name aud appoint
such officers and agents a. the interest
| Of said corporation may require. 10 make
/ all necessary bylaws for IN" proper
management OF its affairs, To acquire
stock and bonds Of other corporations:
to increase or diminish its capital stock,
and generally To- dc and perform in this
! State or any other State all such things
and exercise such rights and powers per
mitted by law to corporations.
ARTICLE IL. The objects and pur
poses for which this corporation IL
organized and the nature Of the business
to be carried on by IL ar" hereby d"
clared to be: To acquire the nited
States and foreign rights for an auto
matte sleeve valve devised by John II.
Stakeholder of New Orleans, louisiana
together with the inventions. processes,
apparatus and devices included there
under or connected Herewith; 10 take
over such United States or Foreign Let
ters Patent may he issued Tor such
inventions and improvements, ana par
lticularly all rights under Letters Patent
No l:}Nl+Ol therefor. dated July 20, l92l;
TO prosecute such other inventions and
, improvements in the aforesaid patented
article as are not already 80 protected;
70 to hold all such letters patent, and To
! operate and manufacture hereunder and
, to sell the manufactured product, or 10
sell and assign the said patent or the
rights hereunder in whole or in part;
or to grant licenses in respect thereof
: or to dispose otherwise Of and turn to
! account any or all of the same in such
! manner may in the Judgment OF ATS
4 Board of Directors be for the best in
h terests of the company.
r ARTICLE III. The domicile Of this
= corporation shall he in the City of New
5 Orleans, Parish Of Orleans. State OF
Louisiana. but it may establish offices
= and agencies throughout the United
: States of America. All citations or other
o legal process snail ~ StINth hloi ~
d President of said corporation; or. in the
e event of his absence, upon the vice
II President; or. in the absence of both,
5. upon the Secretary Treasurer.
u ARTICLE ". The capital stock of
), this CORPORATION shall be Ten Thousand
= | Dollars (slOOO0OO) to be divided into
two hundred shares of the par value OF
+. Fifty Dollars $4,000 each, which shali
= be paid for in cash or its equivalent.
a for property. for labor performe1 OF
- to which the capital stock Of this cor
70 poration may be increased shall be the
a sum of One Hundred Thousand DOLLARS
:, This corporation shall be going con-
h Germ and authorized to begin business
le as soon as fifty per cent of the capital
of stock has been subscribed for and paid
I'd into said corporation.
2 The Board Of Directors shall have
ne power TO issue full paid stock for prop
at erty transferred to said CORPORATION o'
su ARTICLE V. All OF the corporate
d powers Of this corporation shall be vested
q. in and exercised by a Board OF Direc
"a tors composed of not less than thre'
u. .tockhoIders. who shall be elected by thu
stockholders at the annual meeting O.
- the corporation. which shall be held oil
ID the third Monday of the month OF Jan
m uary of each wear. \ majority OF TN
a | stockholders shall constitute a quorum
20. for the transaction of business.
n The officers of this corporation shal
m be a President. Vice-President ana
ey Secretary Treasurer: provided however
in the Secretary Treasurer may be on
all officer OF two officers. They shall
rst elected annually by the Board of Dtrec
lily tors from among their number; all direc
be tors and officers shall be elected Tor
ter term of one year, but shall hoid oinc
ch until their successors are elected an
rs qualified.
* Any vacancy in the Board Of Director
zen or Offices from whatever cause SHAH o
. ne filled from among the stockhoiders
"a the remaining members of the Board;
n The Board of Directors shall hav
hhs power. without reference to the shart
use holders of the company, to BUY, SCI
~ lease mortgage. hypothecate. borrow
a issue bonds. notes and pledges or
Nv Kinds. whether movable or immovabl
the and generally to exercise all powers col
RS. ferred on this Board Of Directors
WIS these articles of Incorporation.
cir All elections shall be by ballot, eac
share shall be entitled to one vote, an
or the majority Of the votes cast shall cleo
a At all meetings each stakeholder sha
,as- be entitled to one vote. either IN perso
,as- or by written proxy, for each snare
ION. stock standing in his name on the booi
or of the corporation; provided that
no. stock shall be voted at any meetiI
II. which has been transferred upon q
.as- books within thirty days prior to u
,ril. ARTICIE vi. No stakeholder shi
Iely ever be held liable for the contract
OF faults or debts Of this corporation, n
ing shall any mere informally In its organ
~ cation have the effect of rendering ID
charter void or Of exposing stockhold
to any liability beyond the unpaid bf
be ance due on the shares owned by him.
oy ARTICLE VII. The first Board
ved Directors shall consist OF l.. NJ. DalgaI
on President, whose postoffce address Is 3
ar. Louisiana Building, New Orleans, II
,e John II. Stakeholder, Vice-President, ~
til Dauphine Street, New Orleans. La, a
and r. w. Abel. Secretary Treasurer,
Caffn Avenue. New Orleans, La.
ARTICLE VIII. No stakeholder m
nan nan sell, assign or transfer his stock In q
ha corporation unless thirty 800 days pl
~. vious notice in writing Of such intenti
nor to sell, assign or transfer said stock
act given to the company previous to ga
the sale assignment or transfer, and up
ility such notice the Board Of Directors sh
rip have the right to purchase the stock
it's book value by reference TO the o.
lder ance sheet of the last fiscal year UP
ara failure Of the Board Of Directors TO pa
!. in a resolution before the expiration
for thirty (3O) days to purchase said sto
lpon at its book value. said stock may be 81
buy In the open market.
in ARTICLE TX. This act Of iucorpol
ton may be changed modified, alter
at or amended or this corporation may
20 dfssolved with the assent OF stockholm