The herald., 1922-04-06
CHARTER
TO CHARTER OF THE
,sBspsrc SALES COMPANY. INC.

20 Parish % that on this 23rd dal
S,ss Be u If February. in the yea
he monsn nine hundred and twenty
=, thousanS' the Independence Oh th'
30 sna i.,ss OF America the one hunare :
rrifd s'sixth. Before me, e,iSsiora az
40 forS sotary public, dui! S Son ParisS ~
Vel Lifted In and IGI e"e therein re-
n,I,aps, sA;; the presence or the Wit
ssipg, and Ia,ter named and under
sssses here.onaIly came and appeared
ssped per- md Walter Il. Moses. presl.
"a s Wen oalnresident, respectively, oil
s.st and .,nq Sales Company, Inc,
NJ Engine nresnized under hte laws OF
,srporstlon Louisiana, by act before
he si,le feyerich, notary puDilc 90, I0I .ne
Nsits >; orleans, on June orG' 100 Igl9' re
PR. .dss IL Mortgage once BOOK i ~
n 100 ..,d appearers, acting in their
Ind the Ssss and in behalf Of said
I'D capaeihv virtue Of the authority con-
eCrporanon, Them by the stockholders or
s,fred upon on the Goth day OF Feb
fhs ssid e"" a. will more fully appear by
ruafy, ~ .ony of the resolution adopted
eertireu meeting Of the stockholders
4 me .Is The Engineering Sales com :
q the sU was duly convened ana held
psnI, WHO'S of the said COMPANY IN the
ns \, New orleans on the ZOth Jay Vi
cg-.s,y. 1922, for the Pur ri"in cban0 nos
sasring w 10 the charter of said
sni anehu,1h st at said meeting the said
company unanimously voted to amend
: ssekhoiue thereof. and to authorize the
be ebas,srs 10 come before me, the un-
sid apps natary public, to preserve and
dfsigned, due legal form, the said ac-
enoeoy .hs stockholders. The SAID APP
ton o. .eeordingly further declared that
have appeared before me, notary
~ a. under the authorization aioresaiu,
psbne nnrpose of embodying in proper
tr me tpsnHe form the action of the
sd su, ,ae,s IN altering and amending
fetDesvs and of the charter OF the said
lfrh so that hereafter said articles
es'a resd and be as follows:
H,r,rrr Iy-The capital stock Of this
Ahi,,on "a hereby fixed at sixty thous-
corp 20 M oOl dollars, consisting OF six
90 sheres Of the par value or one
hinsIe NI00OO) dollars per share. All
bunaN stock shall be common stock.
dnser shaIl be paid for in cash or
Nn.s,sIent as provided by law, and In
~ manner and at such time and In
" ,,stsllments as may be prescribed Dy
=. hssrd Of directors. All transfers OF
shsll be made on the books OF the
aeI . an the surrender of the out
cnIsss 49, certificates and pursuant to such
Ga - - the board Of directors may pre-
W The capital stock may be in
svs a, decreased in accordance with
du -. ~ this state. No stakeholder
~ IN nave the right to sell or otherwise
49, a.a..s n his stock without first Offering
~ ne other stockholders through the
a.',a N directors, at its book value as
sss,riped BY Its last annual statement:
"a ne other stockholders or the board
~ ,ssm IN proportion to their respective
a.,,,sss shall have the right TO buy the
~. within thirty days for cash; all
80 IA he held subject to this provision,
- srv sale or disposition, pledge or en-
n.h,s.ce al said stock shall be subject
!. M proyisions Of this charter. The
s..,s Al directors shall have power to re-
80 subscriptions for all stock not sub
s,,hsd FOR herein and to issue the same
nan The payment as aforesaid. but all
~ stock or any increase OF the capital
sset must first be offered to the owners
= stsek Al the time of such issuance in
s's.srtiou 10 their respective holdings. |
4 transfer Of stock whatever shall be
H,dur upon this corporation until and
ssks made upon its books. The capital
sork Of this corporation may be In
e,,sspd to two hundred and fifty thous- |
lad Iie5o.ooo00) dollars.
ARTICLE v-All the corporate powers |
a his company shall be vested in, and the |
bssIness and affairs shall be managed by |
hoard Of four directors to be elected |
srp1ally on the first Monday of January |
och year All such elections shall be
Nd By ballot at the Office of the COM
pny under the supervision of two COM !
nlniones appointed by the board of d.
ntor
.yotice Of such meetings shall be given |
bJ the secretary In writing, delivered to |
each stockholder in person or mailed to
Nh last known address at least five days |
pnor 10 such election; but this notice may |
h waived BY all the stockholders.
AT al elections and at all meetings of
the stockholders, every stakeholder shall |
" entitled to one vote for each share OF |
sisck Standing In his name on the books
q the company at the date Of such cleo
ton or meeting; said votes to be cast in
pefson or BY written proxy, and a major
" Of the votes shall elect. Any vacancy |
sruring among the directors from any
oss shall be filed by the remaining d. |
ftcton The failure to elect directors
It ne annual meeting shall not dissolve
nor aaect the corporation, nor impair its
rlnasenent In any respect, but the d.
ncsrs In Office shall remain in Office I'M
III.
TIE board Of directors shall elect as
M a. possible after their own election,
MN anong their own number a president.
uff,
The board Of directors may from time
. une name and appoint all such officers,
sseAte servants and employees as they
ay eeem necessary for the purposes OF
NE evaporation. They shall have the
ps.d 70 NJ and define the duties Of every
sklcef agent, servant and employee. All
Ssean servants and employees shall
- !. once At tae pleasure Of the board of
ss1eff unless otherwise specified by
'Mnd The board Of directors may
~ ana establish, as well as alter and
- ~ bylaws, rules and regulations
- Tor the management of the bust
ana Affairs Of the corporation.
= ~, ss done and passed at my office. in
n the presence OF Messrs. Eldon
Z .sfns and George w. Simons, COM
- Witnesses, who hereunto sign their
49,. WIN the said appearers and me.
-...h On the day and date first above
stter due reading Of the whole.
un nussses; Eldon s. Larazus, Geo. w.
ORIGINAL SIGNED:
~ Y. WE'LL. President,
"ASIkh B. MOSES. Vice President.
HERBERT s. WE'LL,
I A. Notary Public
- - Undersigned. Recorder of Mort
~. and FOR the Parish Of Orleans,
~ Louisiana. do hereby certify that
- y and foregoing Act Of Amend
= me Engineering Sales Company,
=. tnls day duly recorded in my
Book l26s, Folio III.
iSs,v s'eans, La, March End, 1922.
R0BT. SCOTT,
,zss ~.,- Deputy Recorder.
ls<aD: HERBERT s. WE'LL:
q NApr. Is NOTARY Fuohc'
AAkNDNRNT. To cHARrrp on