The herald. [volume] (New Orleans, La.) 1905-1953, 1922-07-27
CHARTER.


E article
: Fifth; And TO do all things necessar
and incidental to the carrying out of tn
objects and purposes for which This cor
pOratiOn is organized and for such pur
poses to engage in business in the stat
of Louisiana and with any other state o
Parish of possession Of the Uuited state
of America or foreign country that vii
permit the same.
ARTICLE IV-It shall have all tn
rights and privileges granted by law 4
such corporations. shall have the pOWe
to contract. sue and be sued in its cor
pOrate name. TO make and Use corporate
seal, and the same 10 break and alter a
pleasure. to buy, own. hold, lease, receive
convey, mortgage, hypOtheCate or pledg
property, both real, personal and mixed
TO issue bonds, notes and other obliGa
tionS; 10 have, engage and employ Su'l
officers. managers, and employees as tn
| business interests ana convenience OF TN
corporation may require, to make. adopt
I establish such bylaws, rules and rpguld
tons in the corporate name. not repug
nant 10 the laws of the State Of Louisiana
or other states. territories or possessions
. of the United States or foreign COuntrie,
in which they engage in business. or th'
charter of this corporation. for the man
. agement Of the corporations affairs. a.
/ the stockholders and board OF director,
! may deem necessary and eXpedient.
ARTICLE V-The capital stock Of thi,
| corporation shall be eighty thousand and
/ % 100 l$S0OOO.OOl dollars. represented by
| eight hundred (SGO) shares Of one hun
bred and 90 100 $4,000 dollars each.
! The stock shall be paid for in cash when
| subscribed for, or the same may be is
| sued for property actually received by or
/ services actually rendered unto the said
cooperation. but said stock shall not be
issued for less than par.
ARTICLE VI-This corporation shall
begin business and be a going concern
Z rhpnsgut .
OOO.OO) dollars Of stock shall have been
subscribed for and paid in. and when
ever an increase of said capital stock shall
have been authorized fifteen DAYS writ
ten notice shall be given to each stock
holder. within which time the present
stockholders in the corporation shall have
the right TO subscribe to said increase Of
stock in proportion to the number Of shares
of stock held by them and which shares
shall be paid for at such time and in such
manner as the board Of directors may di-
rect. After the expiration of the said time
for subscriptions and payment the board
o. directors may dispose of the shares
not taken, for the benefit of the corpora
ton. in such manner as they may think
proper, az not less than par.
ARTICLE Vino stakeholder shall
sell or otherwise dispose of any share or
shares Of the capital stock of this CORPORA
ton until ten days prior notice of Such
intent TO do so shall have been given in
writing 10 the corporation. during which
time any one or more OF the stockholders
shall have the privilege Of purchasing said
stock so offered at the actual value based
upon the books of the corporation.
All transfers Of stock shall be made on
the books Of the corporation by surrender
ing the certificate thereof to the presiding
officer. who shall write the word can
relled prominently across the face there
OF and erase the presidents signature
therefrOm before issuing a new certificate
ARTICLE VIII-At all elections by or
meetings Of the stockholders each share
shall be entitled TO one vote to be east
either by the person in whose name the
stock appears on the books of this cor
pOratiOn at the time of voting or by an
attorney holding said stockholders writ
ten proxy.
ARTICLE IX-The business and cor
porate affairs Of this corporation shall be
transacted by a board Of directors. of not
less than three directors nor more than
five directors. to be composed of stock
!olders thereof and they and each -.
them shall he elected at a meeting TO be
held for that purpose.
Any vacancies in the board of directors
so elected shall be filed by the said board
Of directors. Louis W. Zoeller. 1919 Cal
hOun Street, New Orleans, La: Clarence
A. Hammer. 933 Louisiana Avenue New
Orleans. La: William F. Bland I472 Cal
hOun Street, New Orleans. La. shall CON
stitute the first board of directors who
shall hold office until the first Tuesday
after the second Monday in January. 1923
or until their successors are elected and
qualified. and each subsequent board
shall have their seats Immediately follow
ing their election. or as soon thereafter
as practicable and shall hold their office
until their successors shall have been
inabove named shall elect their own Of
ficers.
The officers elected and designated 70
serve until the first Tuesday after the
second Monday in January, 1923. or until
their successors shall he elected are rs
follows: Louis W. ZOeller. president 1919
Calhoun Street New Orleans. La: Clarence
y Hammer, vice-president 933 Louisiana
Avenue. New Orleans. La; William f.
Bland. secretary-treasurer 14T2 Calhoun
Street New Orleans. La.
On the first Tuesday after the second
Monday in January. 1923, and annually
thereafter an election of directors. BY
the stockholders shall be held at the Of
nee Of the corporation after fifteen days
notice thereof shall have been given by
publication in one Of the daily papers in
this city. by three publications thereof
during said time, the first to be made fif-
teen days prior to said meeting. Every
board of directors shall, at its first meet
ing after its election. or as soon there
after as practicable. elect from their own
number a president. vice president and 4
treasurer. The board of directors shall
also elect a Secetary. who NAV or NAV
not be member of the board. The Of
lice OF the secretary and treasurer may
he hlled by one and the same person at
the discretion of the board.
A failure TO elect directors on the date
above specified shall not dissolve the cor
poratiOn, but the then existing board of
directors shall continue in office until
their successors are elected. Fifteen DAYS
prior notice shall be given in the manner
hereinabOye provided. which notice shall
be full and complete notice to all stock |
holders of such meeting
Any director shall have the right to be ,
represented at any meeting of the board |
or directors OF this corporation. by an at |
torney holding said directors written
proxy.
The majority Of the members of said
board of directors shall constitute a QUO
rum for the transaction and management |
Of all business Of said corporation. They |
may make such bylaws. rules and regula- |
tions as they may think proper for the |
of the business and affairs of |
S1id corporation. and change. alter and |
lmend same at pleasure; appoint and fix |
salaries Of all officers. clerks and ON
ploye"s. the same to change and dismiss |
NJ pleasure. fix salaries for officers pro- |
Vtdec' for herein: sell. convey. mortgage |
pledge. lease and purchase property. /
movable. immovable and personal. borrow |
money, issue notes and bonds. lend money |
make contracts and sign and cause to be |
signed all necessary acts. deeds. etc. to |
AXE judicial proceedings in the name and |
IN behalf Of this corporation. and to do |
al things which may he necessary to be |
lone in the management of said business
md may be permitted by law applying to
and declare dividends.
ARTICLE X-This act Of incorpOration