The herald. [volume] (New Orleans, La.) 1905-1953, 1922-08-10

l.
United States Of America. State N Louis
lama. Parish IT Orleans. City N New Or
leans Be 4 known. That On this 18th lay
ii tie month or July, N the year IT 1ul
Lord one Thousand, nine hundred ana
rveutv-JwO and Of the Independence ol
The United States u America me one nun
1r"d ana tOrtr-slNth, before me. Charles
(. FleTchInger, 4 notary public. duly com
missiOned ana qualified n anu for the
Parish II Orleans. State u LOulslaAa
therein residing. ana in the presence oi
The witnesses hereinafter named AMI IN
terSigned. personally came anu appeared
the several persons whose names are here
unto subscribed. all being II the tul az
Of majority, who seyeraIly declared thar
Ivalling themselves Of the provisions 81
he laws Of the state II Louisiana rr-
atlng 10 The organization Of corporations
they have contracted and agreed anu ia
ny these presents contract anu agree and
bind anu Obiigate themselves. As we'll as
al Such persons As may hereafter become
associated with them. % form ana con.
stitute a corporation anu body polite N
law Tor the purposes and objects anu IN
Ter the SJipulatiOns, articles ana cOuui-
lions following, tO-wit:
ARTICLE The Name II this corpora
ton snail be q. 81. Lawler X Company
Inc. ana its dOmICile Is hereby estab-
.ished in the City Of New Orleans. Parish
If Orleans. state II Louisiana. and il
snail have ana enjoy corporate existence
The date hereof. unless sooner dissolved
IL shall have power TO contract. sue ana
De sued. TO make and use 4 corporate
seal. ana the same 20 break or alter Al
pleasure, 20 purchase acquire. lease
hold. mortgage. pledge. sell 1T transfer
under its corporate name al property of
-vey kind. real Jr personal: 70 make ami
endorse bills Or exchange ami promissorv
notes AMI 20 issue bonds, 70 make all
necessary rules and regulations for It's
management
20 enjoy all the rights. privileges ami i'm
munltles which are now conferred upon
or may hereafter be granted 20 c0rpOra-
tons N the same kind ana character
ARTICLE U-AN citations ana other
legal process shall De served upon the
president. pr - ais absence Dr inability
20 act. upon the yice-president.
ARTICLE III-rhe objects and pur
poses for which this corporation is or
Sanlzed and the nature OF the business 70
Ne carried On by IL are declared 10 be
20 conduct 4 general cotton business As
Dealers commission merchants. brokers
anu exporters IN cotton Of all descriD>
tons. ana other lawful merchandise: 10
enter into al contracts. agreements ar
engagements or incur any obligations con
nected with or appertainng 20 said bust
hess. 20 establish branches or agencies At
any place or places and 20 carry On any
part of its business and exercise any part
OF It's powers in other states and in for
eign countries.
ARTICLE Iv-The capital stock Of this
corporation is hereby liked at the sum
of one hundred Thousand 800 OOOD dol
larS. divided into and represented by one
Thousand tl.OO) shares OF the par value
N one hundred (S100 dollars each. all Of
which shall he common stock The cor
poratlon shall have the privilege Of in
creasing the amount or its capital stock TO
Two hundred Thousand 5000 OO0) dollars
The said amount OF SI0s 900 shall be fully
paid III cash at the time OF the organi-
NJ
snail he non assessable. No transfer of
STOCK snail be binding upon the corpora
uon. unless recorded upon its books
No share holder OF this corporation may
FaIluly ALLEVIATE any or his stock in any
manner, unless he shall have previously
offered the same At its bOOss value ac-
cording 70 the last annual statement of
the corporation, 20 the other stockholders
thereof. in writing, through the secretary
treasurer Upon receipt Of such offer the
secretary treasurer shall promptly give
written notice 20 each stakeholder of the
corporation at his last known address
stating the number of shares so offered
and the price thereof. Each stakeholder
receiving such notice shall have the privi-
lege or bidding for all or any oar- of
such stock so offered for sale ut its said
DOCK value. by mailing or delivering 70
Sald Secretary-treasurer n bid in writing
therefor. but failure to bid therefor with
in ten days from receipt of such norira
chase Should the number of shares hid
Tor by various stockholders exceed the
NUMBER or shares offered for sale the Of
rered SHARES shall be distributed among
ne participating stockholders in propOr-
tion 20 the number Of shares then held by
them respectively.
Each share OF stock shall entitle tba
owner thereof TO east one vote in person
or by proxy at all stockholders meetings.
The parties hereto declare that they
nave subscribed for the number OF shares
NJ the capital stock Of this corporatiop sa+
opposite their respective names "a thot
ms act or incorporation shall serve As an
priglhal subscription. but prior to the
opening or the books OF the corporation
inu the liking OF a book value on the
'tocS' any or the said stock so originally
)ut restriction
ARTICLE V-The business and affairs
VI tnls corporation shall be managed and
,ohuucted by board of not less than
.hree nor more than five directors. as de-
erfnlned by the stockholders at the an
luai meeting. All directors shall no
The majority OF directors
II thls corporation present ut any meet
ny IN person or by proxy shall consti-
NE nIe Quorum. and a majority vote of
nose present in person or by proxy shall
lecide all questions voted upon. Said d.
'ectorS shall be elected annually from
lmong the stockholders on the second
iohudy VI august or each year. unless
ne same shall be a legal holiday. when
ne election shall be held on the next Ie
raj day thereafter. beginning on tho
eeond Monday Of August. 1923 and after
fifteen days prior written notice having
'een mailed TO each stakeholder OF rncord
o ms last known address The voting
mall ne nv ballot. and each stakeholder
'haII ne entitled to east one vote for
ach share held by him which has been
'andlng IN mis- name on the books of the
orpnratlon FOR ut least ten DAYS nrior
o the date Of the election. A mainritv
II the entire stock issued and outstand
ng voted at such election shall elect I'm
nedlatelv after the election of said hoard !
4 directors and the adjournment Of the
tockholders' meeting the newly elected |
oard or directors shall elect from among !
heir number the officers OF this corners
ION. VINO shall be president. a vice |
resldent ana secretary treasurer
The failure TO elect directors or officers
$ herein provided for shall not result in 4
ne dissolution OF the corporation but the
nen hoard OF directors and officers shall 1
old their respective offices until their
uccessors are duly elected and qualified /
Special meetings Of the shareholders
nay be held when ordered bv the board /
directors and must be held upon the 1
equest or not less than twenty-five per
ent- or the outstanding stock after fifteen
avs written notice to each stockhoIder
ratlng the object or objects Of said meet
lg ANY vacancy occurring on anv board |
directors shall be filed by the remain
1g members Of said board for the unex-
urpose aften ten days prior written no.
&c the diroefar mr. dfroctovo . oI.u.-. |