The herald. [volume] (New Orleans, La.) 1905-1953, 1922-02-09
CHARTER.

by the Board of Directors and the same
may be issued at not less than par for
labor done or property actually received
by the corporation.
This corporation shall become a going
,oacern and be authorized to do business
as soon as all of its capital stock shall
have been subscribed and paid for.
The amount to which the capital stock
Ct tais corporation may be INCREASED
shall be the sum of Five Hundred Thou
sand Dollars $500, 0O0.O0l.
No stakeholder shall have the right to
sell or otherwise dispose of any stock
of this corporation without first offering
the same in writing TO the Board OF
Directors of this corporation, through its
President, which Board shall have ten
(l0) days within which to accept or re-
fuse the offer, but said board of direc
tors shall have the right to purchase any
at its book value irrespective of what
price may have been offered for said
stock by anyone. Should said board of
directors fail 10 avail itself of said
privilege within said period of time. the
said stock may be offered and sold to
any other person or persons.
ARTICLE V.-All of the corporate powers
OF this corporation shall be vested in
and exercised by "A Board of Directors.
composed OF five (5) stockholders, three
Said directors shall be elected annually
on the first Monday in March of each
year mt "A general meeting of the stock
holders, except the first board of drec.
tors appointed in this charter, who shall
hold their offices until the first Monday
in March, 1923. or until their successors
shall have been duly elected and qualified.
All such elections shall be held by ballot
and conducted at the office of the cor
pOration under the supervision of two
90 commissioners to be appointed by the
board of directors Notice OF such meet
ingS and of all other stockholders meet
D ina hal hA civ m "a m
scribed by law, and when not so pre-
scribed, then written notice OF such meet
inSs shall be designated, at least fifteen
Q5) days prior to the date Of such meet
ing. in the post office of the City of
New Orleans, postage prepaid. pronerly
addressed to each stakeholder at his last
known residence or place OF business.
At all such elections and at all cor
pOrate meetings every stakeholder shall
he entitled to one vote for each share of
stock standing in his name on the books
OF the corporation, to be cast by him in
p.-sUn or by his written proxy, and a
u-ljority of the votes cast shall elect.
ANY vacancy or vacancies occurring
among the directors by death. resigna-
ton or otherwise, shall be filled by cleo
tiOn for the unexpired term by the re
naming directors.
The failure to elect directors on the day
above specified shall not dissolve the
corporation, nor impair its corporate eN-
| istence or management. but the direc-
tors then in office shall remain in office
until their successors are elected and
qralified.
The board of directors shall. annually,
1T its first meeting after election, elect
| from its own number a President one or
| more Vice Presidents, a Secretary and
I Treasurer. or IL may elect one person who
| shall, L. both Secretary and Treasurer.
| who need not be a member of the board
OF directors. The board of directors may
/ also elect one or more assistant secre
| taries, neither of whom need be members
/ of the board or stockholders in this cor
/ pOration. The board of directors shall
/ have power and authority to name and
appoint all such other officers, agents and
| employees as may be deemed necessary
| for the purposes and business OF this
/ corporation. Said board shall have power
and authority to fix the compensation and
define the duties of every officer and EN-
! plOyee and all officers and employees
/ shall hold office and employment at the
/ pleasure of said board
! Said board may make and establish, as
! well as alter and amend. any and all
| bylaws, rules and regulations necessary
and proper in its judgment for the con
duet, support and management OF the busl-
ness and affairs of said corporation.
At all meetings of said board Of direc-
tors, each director shall have the right
to appoint from amongst the directors
proxy to act in his place and stead.
| The said board shall have full power
| and authority to borrow money, execute
mortgages. and create liens; to issue bonds,
notes ond other obligations. and to Sc
,cure the same by mortgage, pledge or
| otherwise: and. generally. to exercise all
the corporate powers and to do any and
all things reasonable. convenient and nee
essary for the proper carrying on OF the
! business and affairs of said corporation.
Said board may issue full paid shares
of stock for cash or in payment of labor
done and performed for said corporation
or property actually received by said cor
poration. upon complying with the formal
tiles required by law.
ARTICLE yI-whenever this corpora
ton shall be dissolved, either by limita-
ton or from any other cause. its affairs
shall be liquidated by two 90 commits
sioners to be appointed from amongst the
stockholders at a general meeting or the
stockholders convened for such purpose
two thirds in amount of the capital stock
OF said corporation represented at SUN
meeting shall be necessary to elect. said
commissioners shall remain in office until
the affairs of said corporation shall be
fully liquidated. In case of the death OF
one or more of the commissioners me
vacancy or vacancies shall be hlled by
election by the surviving commissioners
Said commissioners shall hold all powers
conferred upon them by law or by the
stockholders at such meeting, If not in
consistent with law.
ARTICLE Vino stakeholder shall
ever be held liable or responsible for th'
contracts, faults or debts of said corpora
ton in any further sum than the UNPAID
balance. IL any. due the corporation OF
: the shares of stock owned by him, mol
J shall any mere informslity in organiZa
! ton have the effect of rendering thi'
! charter null or Of exposing stockholdel
I to any liability beyond the unpaid balance
il any, remaining due on his or ne
stock.
ARTICLE VIII.-This Act of 1ncorpora
ton may be changed. modified or amended
/. or the Capital Stock of this corporation
I may be increased or decreased, or SAT-
corporation may be dissolved in the man
. ner now or hereafter provided by law
: ARTICLE IX.-The following shall con
: stitute the first Board Of Directors OF thi
corporations: Mr.. j. l.. Onorato, New UT
. leans La; Mr.. r. w. Wilmot, New Or
leans, La: Mr.. G. p. Ellis, New orleans
La: Mr.. Hugh McCloskey. New Orleans
e Ia: Mr.. r. 8. Hecht New Orleans, La.
|, and the following shall be the officer
|, of the company: Mr.. ]. l.. Onorato, Pres
dent: Mr.. r. w. Wilmot. Vice President
and Mr.. ii. C. Nomayer, Secretary an
: Treasurer.
q The subscribers to the capital stock o
, said corporation and their respective ad
q dresses are: ]. L. Onorato. 343 Caron
: delet Street. New Orleans. La. . shares
G. p. Ellis. Hibernia Bank Building, Ne'
: Orleans. La. shares; Hugh McCioskey
4I6 Magazine Street, New Orleans, La
shares: r. W. wilmot, Hibernia Ban
: building. New Orleans. La, shares: Il
z 3. Hecht Hibernia Bank Building Ne'
e Orleans La shares: J. l.. Onorat'
n Trustee 343 Carondelet Street, New vi
y leans La. 20 shares.