The herald., 1922-01-26
CHARTER.


he Stockholders. to be elected on the
second Monday in January of each year
commencing with the second Monday III
January, 1928 with the underStahd!ng
that the first Board of Directors selected
by the stockholders and named IN TINS
charter, as well as the first set of officers
as hereinafter named, shall hold ofnce
until the second Monday Of January
1928 or until their successors nave Deeu
elected ard have qualified.
After the election OF said Board Of
Directors by the holders of common
stock. as herein provided, there snail De
elected by said directors from their own
number the officers of this corporation.
which are as follows: First, a Presi-
dent: second. First Vice-President:
third. a Second Vice President; fourth,
a Secretary, and fifth, Treasurer, which
last two offices may be combined III one
person.
The first Board of Directors and the
officers of this corporation shall be the
following, and which said Board of Direc
tors and officers shall serve until the
election to be held on the second Mon
day of January, 1923. or until their sue
cessOrs are elected. chosen and qualned
The addresses of said directors and off,
GERS are set opposite their respective
names:
Achile l. Picard, President, Gonzales.
La; Louis Gelsmar. First yice-President,
Geismar La; DIR. Isaac +. Heymann,
Second Vice-President. a. Lafayette ave
IL. .
Secretary, Gonzales, La; Ralph +. Tay-
IOr Treasurer 3l6 Baronne street, New
Orleans. La; Minel l.. GeiSmar, Geismar.
La: Joseph Il. Picard, Dntchtown, La.
The Board of Directors shall have the
right to ill all vacancies occurring in
| their number, whether resulting from
death, resignation or otherwise.
ARTICLE VIII. The annual meeting
of the stockholders of this corporation
| for the election of directors shall be held
ba MnnHay n January papn
year, commencing with the second Mon
| day of January, 1928, until which time
| the officers and directors named in TINS
charter shall continue in office. or until
| their successors have been elected and
| qualified. The election for said directors
shall be by ballot and the majority in
| amount of common stock. voting, whether
| in person or by proxy, shall elect the
| persons for whom they are cast. Each
share of stock voted upon, to be counted
| for but one vote. Said stock shall not
| be entitled to cumulative voting.
The Board of Directors shall give at
| least fifteen days notice by mail of the
election of said directors, and shall APP
point one or more stockholders to preside
at such election. Any failure from any
| cause whatsoever to elect directors on
| the day named for that purpose shall not
| dissolve this corporation, but the direc-
| tors and officers then in office shall hold
| over until their successors are chosen
and qualified.
| Inc Board OF DlTeclOTS Is
| authorized to frame and adopt such by
! laws, rules and regulations as the affairs
| and business of the company may re-
quire and ii may deem necessary for the
| conducting and management thereof, pro
vided the same does not conflict with this
! charter and the laws of the State of Lou
| isiana, and those of the United States OF
| America; to name and appoint managers,
| fix their compensation and terms OF EN-
| ployment, as well as name and appoint
| agents and employees as in its discretion
| may seem fit and proper, as well as to
| fix the salaries and terms of employment
| of the officers, employees, clerks and
| assistants.
The Board of Directors is specially
vested with the power to acquire and
| purchase such property or business, or
| goodwill, or all of these, from individ-
uals, firms or other corporations as said
Board of Directors may deem advisable
| and proper, and at such price and on
| such terms as they may deem best, and
| to pay therefor in the full-paid common
or preferred capital stock of this corpor-
| chase and acquire to be exercised by said
Board without the necessity of referring
| to the shareholders for authorization.
ARTICLE IN. No stakeholder shall
ever be held liable or responsible for the
| contracts, faults or debts of this corHor-
| alton, nor shall any mere informality In
its organization have the effect of render
| ing this charter null, or of exposing its
unpaid balance due on the stock owned
by them.
ARTICLE Y. The names and postofhce
addresses of the subscribers to these
articles Of incorporation and the number
| of shares of stock subscribed by each,
are as follows:
| Achille 1. Picard, Gonzales, La, 80
| shares preferred 80 shares common.
Louis Geismar, Geismar, La, 100 shares
preferred, 100 shares common.
DR.. Isaac p. Heymann, Brooklyn, N. T.,
| go shares preferred, 249 shares common
| Henry N. Picard, Gonzales. La, 80
Ralph f. Taylor, New Orleans, 1 share
| common.
| Minel L. Geismar, Geismar, La, 81
shares preferred, so shares common.
Joseph X. Picard, Dutchtown, La, SC
| shares preferred. 80 shares common.
| Leon Picard, Dutchtown, La, 10 shares
preferred, 10 shares common.
| ARTICLE NJ. All stockholders meet.
| ings for the election of Directors, as
| above stated, shall be held after fifteen
days written notice mailed to each stock
holder. Other stockholders meeting:
may be held when ordered by the Board
| of Directors, or when requested by al
least twenty-five per cent Of the outstand
ing common stock. Notice of all stock
holders meetings, other than adjourned
meetings. shall be given in the manner
the election of directors, unless suci
| notice is waived by unanimous consent
| ARTICLE XII. This charter may b,
amended, altered or changed at a specia
meeting of the common stockholders
called for that purpose, notice of which
Is to be given in accordance with tn
provisions of this charter, by the vote o
two-thirds of all the common stock.
| ARTICLE XIII. Whereas. the subscrip
ton of the subscribers to the 2pital stoc
of this corporation, up to the sum o
Ninety Thousand Dollars $90.O0OO0), con
sists in property to be transferred to thi
corporation. in accordance with the provi
sions of Section of Act 267 Of tn
Louisiana Legislature for the year 1911.
there is now annexed to these article
of incorporation and to be read In con
nection Herewith, an accurate, detaile
and itemized description of such prop
erty, as to amount location, exten
character, and state of improvement
together with statement of Its valu
|, as appraised by the Directors Of thi
, corporation, the same as If set forth
! full in this charter.
ARTICLE XIV. This corporation ma
be dissolved by the vote of two-third
, Of all its outstanding common stock, an
upon complying with the requirement
!, of Section 2S of Act 267 of the Louisinn
Legislature of 1914, and, in the event
, such dissolution, liquidators shall
: named and appointed with all the nece,
/, sary powers and authority, all in III
, manner and as provided In said legi
, lative act.
Thus done and passed in my office o
. the day and date first above written.