The herald., 1922-03-30
CHARTER.

|
annually on the first Monday of February
of each year, and majority of whom
shall constitute a quorum for the trans
action of business and majority OF
such elections shall be conducted at the
office Of this corporation under the sn-
pervisOn of three commissioners 10 De
| appointed by the president. Notice OF
such election and of all other meetings OF
| stockholders whatsoever, unless waived
| in writing. shall be given personally or
| by depOsiting In the United States Post
Office in New Orleans, ut least f1teen
| days before such meeting, notice OF the
! holding thereof, enclosed in postpaid
wrapper, addressed to each stockholder
at the last address furnished to this cor
poratiOn by said stockholders, and in the
! event that no address be furnished then
| address General Delivery. New Orleans.
At least two days before said meeting
complete list of the stockholders entitled
| To vote shall be open to inspection by the
stockholders at the place of said meeting.
At said election, and at all other meetings
| of stockholders, the voting shall be by
ballot, and each stakeholder shall be en-
titled to one vote for each share of stock
| standing in his name on the books Of the
company, to be case in person or by
proxy.
Fifty per centum Of the outstanding
capital stock of this corporation shall
constitute quorum at any and all meet
lngs for the transaction of any and all
business, except as otherwise provided by
law. The majority of stock voted shall
decide all questions, except otherwise
provided by law or this charter.
Vacancies occurring in the board of di-
rectors, because of death, resignation or
otherwise shall be filled by the remaining
members of the board by selection from
the other stockholders.
The failure to hold an annual election
or to elect directors as above provided
shall not dissolve the corporation, but the
directors and officers then in Office shall
cause an election TO be held as soon as
possible thereafter, notice of which shall
be given as above provided for the hold
ing of the annual meeting of stock
holders, pending which election the then
directors and officers shall remain such
until their successors have been duly elect
ed and shall have qualified.
The board of directors shall, within
thirty days of each annual election, elect
from their own number a president and a
vice president. and shall also elect a sec
rotary and treasurer and shall have power
to combine the Offices or secretary and
treasurer in one person.
The board of directors shall have the
power of delegating all or any of its
power in the transaction of the business
Of this corporation to a committee or COM
mittees of its own body to officers and
agents of this corporation, and the board
a OF directors may appoint from time to
) time such officers, managers, clerks,
) agents or employees they may deem
! necessary or proper for the conduct of
, the business of this corporation, and such
|, officers, managers, clerks, agents and en-
ployes shall hold office only at the pleas
ure of the board.
! Any and all directors shall hold office
at the pleasure of the stockholders, who
a may at any general meeting held for that
purpose, on notice as above provided for
the holding of the annual meeting of stock
holders, declare such dircetorships vacant
and elect their successors, and Ii shall be
the duty of the president or secretary to
; call meeting for that purpose at the re-
quest in writing of ten per centum of the
!, capital stock of this corporation then out
standing.
, The board of directors shall have power
' to adopt bylaws for the government Of
. this corporation and alter, amend and
r abolish the same at its pleasure at any
general or special meeting of the board
: and no previous notice of any intention to
L alter, amend or abolish the bylaws shall
be required.
The first board of directors shall be COM
posed Of w. l.. O'Daniel, l.. T. Tucker and
;. II. f. Clark, of New Orleans, La, who
shall hold their offices and exercise their
functions until the annual election to be
held on the first Monday of February,
l. 1923. or until their successors are duly
elected and qualified subject to the con-
ditions hereinabove provided.
ARTICLE vI-This act of incorporation
: may be modified, added to or changed,
!. or said corporation may be dissolved In
Il the manner provide by law of the State of
: Louisiana at the time such action is taken,
= and whenever this corporation Is dis
y solved. either by limitation or otherwise
% It's affairs shall be liquidated by three
Hquidating commissioners to be elected
, at general meeting Of the stockholders,
- called for the purpose OF voting on the
- question of liquidation, or thereafter. and
!, In case Of the death or resignation Of any
10 of the said commissioners, the surviving
:. or remaining commissioner or commits
= sioners shall continue to act, and in case
y Of death or resignation Of all of them
three or more commissioners shall be
elected by the stockholders to complete
the liquidation.
All meetings Of the stockholders and di.
- rectors shall be held in New Orleans, al
/, the office of the company, or IL it has nc
office. at some other accessible place OF
business, and any and all notices provided
~ .. stockholders or to directors may b,
o waived by the unanimous consent Of the
=, stockholders or the directors respectively
a except as otherwise provided by the law.
~ of the State of Louisiana.
ne ARTICLE Vino stakeholder shall
e, ever be held liable or responsible for the
ly contracts or faults of this corporation ir
lie any further sum than the unpaid balance
a. due the company on the shares Of stocl
of subscribed for by him. nor shall any in
A. formality in the Organization of this cor
ID poration have the effect Of rendering this
k, charter null. or Of exposing any stock
~ holders to any inability beyond such un
A. paid balance due on said stock.
s. In order that this charter may alst
r serve as the original subscription list re
Id quired by law, the subscribers to this ac
ct of incorporation have also written oppo
n site to their respective names their re
~ spective addresses and the amount Of CAPT
N, tai stock Of this corporation subscribed
I'd for by each Of them.
Ia Thus done and passed in my notaria
10 office in the City of New Orleans, Parish
and State aforesaid, on the day and IL
a. the month and year first above written
ed in the presence Of II. G.. Price and Loui
ne G. Guidry, competent witnesses, who here
a unto sign their names with the said ap
a bearers and me, notary, after due readinl
tie of the whole.
or Witnesses: II. G. Price, Louis
ed Guidry.
.s. (ORIGINAL SIGNED):
al w. L. ODaniel', New Orleans, La, "a
IA shares; r. E. Clark, New Orleans, La, Il
ar share; l.. T. Tucker, New Orleans, La, Il
Ike share.
IN HENRY P. DART, JR.,
IL Notary Public
(SeaD:
r. I. Henry p. Dart, Jr.. do hereby certif.
)r- that the above and foregoing Is a true an,
nd correct copy Of the Act Of incorporation
he Of United States Bonded Warehouse Co
lis Inc, passed before me.
e. HENRY P. DART, JR..
ty Notary Public
a STATE OF LOUISIANA,
PARISH OF ORLEANS,
IT. CITY OF NEW ORLEANS.