The herald., 1922-08-03
CHARTER.

business as may be found necessary or /
convenient for properly effeCtuating the
aforesaid privileges or enhancing the vulu. !
of the properties, rights and privileges OF
said corporation.
ARTICLE IV-The capital stock of this .
cornoration is hereby fixed AZ the sum of
six thousand (S6OO0.OO) dollars, and shall
be divided into and represented by sixty .
UW shares of the par value OF $4,000
each.
or its equivalent, as provided 10y law and /
i'm such manner and at such times and in .
such inStaIments as may be prescribed by
the board of directors.
This corporation shall become SOlnug
concern and shall be authorized To- "Om-
mence business when three thousand dol .
lars (S3 coo OOD has in fact been subscribed
and paid for in cash or its equivalent as
provided by law.
SRTICTE V-The capital stock Of this
corporation may be increased 10 the sum
of fifty thousand dollars tSJOOWOOt dol
lars by IA twO-third vote Of all the stock
at special meeting called for that pur-
nose or at regular annual meeting of
the corporation.
ARTICLE VI-All certificates Of stock
issued by the company shall lac signed by
tbe president aud cOunter>igned by the
vice president or if authorized by rrSolu-
tion of the board of directors. shall be
signed by the president and counterSiEned
by the secretary treasurer.
! The stock of this corporation can br
transferred only on the books of IN" cor
poration and subject to such regulations
and fOrmalites as may be by the board Of
directors from time to time prescribed.
No ockholder shall be permitted to sell
or otherwise dispose Of his stock without
first Offering the same In writing 70 the
other stockholders through the board Of
directors at a price not exceeding IN" DOCK
value thereof. and the stockholders shall
have an option and first right 10 purchase
all the shares of stock 10 he thus disposed
of by sale or by the death resignation or
otherwise of any OF IN" Stockho!utrS "i
the corporation, and shall have a period
of ten days in which to accept or decline
such offer of stock Should the board of
directors or the stockholders decline to
purchase the said stock, then the stock
holder or stockholders who made the offer
10 sell or otherwise dispose OF his stock
NAV sell or otherwise dispose of il in any
manner and ut any price that he or they
NAV see fit But each share of stock Is
issued under the condition and under
standing that no stakeholder shall make
a sale or transfer of his stock in viola
ton of this provision, and such sale or
transfer if made, shall be void, and this
company shall be under no obligation 10
list said stock on its books or to regard
the holder of the certificate thereof.
ARTICLE vII-The corporate powers
Of this corporation shall be vested in and
exercised by board of directors com
posed OF no less than three and no NOR"
than seven stockholders, in the option of
the board of directors: two to constitute
a quorum In the case OF three; -FOUR, In the
case of more than three.
The directors Of this corporation may
vote in person or by written proxy at any
of the meetings of the board or directors
and the board of directors may delegate
any of its powers to any officer or OFFICERS
or any other representative Of the com
pany by appropriate resolution to that ef-
feet.
The first board of directors of this cor
poration shall be composed OF the follow
ing: Alvin E. Johnson. Joseph Lee
Rhodes; John w Hymel. Harry D.
johnson and Edwin L. Oliveria, with otti-
GERS as follows: Alvin f. Johnson presl-
dent; Joseph Lee Rhodes. vice-presldent
John w Hymel. secretary treasurer. ana
they shall serve until the second WedneS-
day in January, 1923, or until their sue
cessors are elected and qualiffed.
The directors shall be elected ahhuallS
the second Wednesday of January in each
Notice of such meeting shall he given
ten days prior to the date OF me Inett
ing. in writing and sent TO each stock-
holder at his last known address,
Each stockholder shall. at such annual
meeting or other meetings. general OF
special. be entitled in person or DE pIoAA
to one vote for each share Of stock owned
Elections shall be held under such rules
and regulations as may from time 10 tlihe
be determined by the board OF dlrecto n1S
The directors when elected shall holu
office for one year or until their success
sors shall have been elected ana qualiIieu
and failure to hold the annual meeting OF
stockholders or to elect annually the ul
rectors shall not operate the forfeiture or
this charter or any rights Hereunder.
ARTICLE VIII-This charter or act OF
incorporation may be changed. modi1ieu,
altered or amended and with the consent
of two thirds OF all the stock present at
any meeting, general or special, held TOT
that purpose; and such amendments may
be material or immaterial subject ohy
h. nv n
and this corporation shall have the power
TO increase or decrease its capital stock
as hereinbefore set out, and any IN
crease in capital stock in excess or the
amount named herein as the amount 10
which IL may be increased. may be made
by a three-fourths vote Of all outstanding
stock. ,
meetings referred to in this charter or re-
quired by law, shall be given in the man
ner provided for giving notices in case
Of elections, unless the same shall have
been waived.
ARTICLE Kin case Of dissolution.
liquidation or termination of this char
ter, by Limitation or otherwise, the affairs
Of the corporation shall be liquidated by
one or more liquidators elected by the
stockholders, who may provide the num-
Der Of said liquidators, and vest them
with such power and authority as may by
law be permitted: fix the terms and con-
ditions upon which they shall serve. ana
case Of death or disability of any one TO
said liquidators, the remaining liquidators
may fill the vacancy OF continue to act
on behalf Of the corporation.
ARTICLE XI-No stakeholder shall he
liable or responsible for any costs. con-
tracts. debts or faults of the corporation.
or of any Of it's officers. nor shall any
mere informality in organization have the
effect of rendering this charter null and
void. or of exposing any stockholders to
any liability beyond the unpaid balance
due on the stock held by him.
ARTICLE XII-The subscribers hereto
have written opposite their names the
number of shares subscribed by each Of
them, and their post office addresses. so
that this charter may serve as the sub
scription list of the corporation; all OF
which subscriptions are payable in the
manner and form set out herein.
Thus done and passed at my office. in
the City of New Orleans, on the day and
in the month and year herein first above
written. and in the presence Of Fl. l.. Bar
nett and Paul f. Chasez, competent wit
nesses. who have hereuntO signed their
names with the said appearers and me,
notary. after reading Of the whole.
witnesses: III. l.. Barnett. Paul f.
Chasez.
ORIGINAL SIGNED)
Names of subscribers omitted.
(SeaD: WILLIAM J. GUSTE.
Notary Public
Recorded Parish of Orleans, NJ. o. +.
1868. folio -.
a true copy: