The herald., 1922-06-08
CHARTER.
ARTICLEa OF INCORPORATION OF
LABARRE ROOFING CO. INC

nine hundred and twenty-five, and of tn
Independence of the United states o
fifth, before me, THOS. v. CRAVEN
Notary Public in and for the Parisl
of Orleans, State of Louisiana, duly com
missioned and qualified, and in the pres
ence of the witnesses hereinafter nance
and undersigned, personally came ant
appeared the several persons whose name
are hereuntO subscribed, all above tn
full age of majority, who severally AM
mutually declared unto me- said Notary
that, availing themselves OF the laws o
this State relative to the organization o
trading corporations, and more especial
TO Act 267 of 1914 Of the Legislative act
of the State of Louisiana, they have GOV
enanted and agreed and by these present
do covenant and agree for themselves
their successors and assigns, to form
themselves into corporation and bod!
polite in law for the objects and pur
poses and under the stipulatiOns herein
after set forth.
ARTICLE /. The name and title o.
this corporation shall be Labarre Roof
ing Company, Incorporated. and as suct
II shall have and enjoy succession and
existence by its corporate name for a
period Of fifty 800 years from the date
hereof; il shall have the power and
authority to contract, sue aud be sued
and make and use corporate seal the
same to break and alter at pleasure; 10
hold, purchase, lease, sell, mortgage,
hypOthecate pledge property, real.
personal or mixed, necessary, incidental
OF proper LOT lnt carry bu VI AZ
business; to conduct its business in this
State and other States and countries Of
the United States and foreign countries:
10 buy and hold stock in any other com
pany or companies that may assist this
company in its objects and purposes; 10
make and issue notes and certificates OF
indebtedness; to own, hold. use, pur-
chase or sell letters patent; to name,
elect and appoint managers directors.
agents. clerks or other employees to
properly conduct its corporate business.
and to make and establish such bylaws,
rules and regulations a. may be found
necessary or desirable for the manage
ment Of the business and affairs Of the
corporation. and generally to do all and
every other act, manner or thing neCes-
sary for n complete and proper carrying
out of said business to the same extent
as natual persons might or could do in
any part of the world as principals
agents contractors or otherwise alone or
in company with others.
ARTICLE ii. The dOmicil. Of this cor
poration shall be in the City of New
Orleans, Parish Of Orleans. State Of
legal process shall he served upon the
President. or. in his absence, upon the
Vice President.
ARTICLE Ill The objects and pur-
lied and the nature of the business to
be carried on by it are stated and de-
clared to be as follows tO-wit:
l. To carry on a general roofing bust
of all kinds of roofing and roofing mate
rails, wholesale and retail, and on COM
mission, and to lay, erect and construct
same. and to enter into any and all con-
tracts or agreements for the purpose OF
selling. laying, erecting and construct
ing said roofing materials, whether as
principals or agents and to lease, buy,
hold and sell all such property, machin-
cry and equipment real personal,
movable or immovable. as may be neces-
sary for the prosecution of said business.
Guiding the purchase and sale at whole
sale and retail of roofing. contractors
equipment, supplies, materials, machin-
cries and tools, and enter into all con-
tracts and agreements necessary TO the
prosecution Of said business.
3. To apply for or purchase or other.
wise acquire, and to grant licenses for
the use of, to SELL assign or otherwise
privileges, licenses. trade marks, trade
names, devices and improved or secret |
processes of every sort and description |
necessary and incidental to these pur-
poses.
4. To represent as agent for the pur-
poses of distributing or laying roofing |
or roofing materials, manufacturers. agents |
or distributors Of roofing or roofing ma
terials, and to carry on such other bust
ness as may be lawful and as may be
found necessary or desirable, and such
as is generally engaged in by a cOrpor-
alton Of this kind.
hhlltbE w. Ndplldl StOth OI tnls
corporation is hereby fixed at Fifty
Thousand Dollars $5O,OOO.OO), divided
into One Thousand O,0O0) Shares of the
par value Of Fifty Dollars $4,000 each.
to be paid in cash or its equivalent in
property, good will or service done. The
capital stock may be increased to one
hundred fifty thousand dollars. No stock
holder shall ever be held liable or respon-
sible for the debts contracts OF faults Of
this corporation in any further sum than
the balance due the corporation on the
shares of stock subscribed by him. nor
shall the stock be subjected to assess
ments.
The corporation shall begin business
and become going concern as soon as
Thirty Thousand Dollars $30,OOO.OO) OF
the capital stock shall have been sub
scribed for, and Fifteen Thousand Dol
lars ISIS, 0O0.O0) of the stock shall have
been issued and paid for. Whenever 1t
shall become necessary or desirable to
dispose and issue any of the remaining
authorized stock, each stakeholder shall
be given an opportunity to purchase SO |
much of the same at par value In pro-
portion to his or her interest in 1T the re, first
stock issued. No stock shah be sold by |
any stakeholder in this corporation with
out first offering the same to the corpOr-
alton at its then market value.
The general meeting OF STOCK holders |
shall take place on the second Tuesday |
Of December of the year beginning with |
the the second .nn;.o Tuesday of Decem6er' 1922.
whenever he deems 1t advisable, call |
special meetings of the stockholders. At
all meetings a majority of stock present |
and represented shall constitute a quorum |
for the transaction of business.
ARTICLE vi. All the corporate pow
ers Of this corporation shall be vested |
In and exercised by a Board of Direc-
tors composed of three stockholders
which number may be increased to seven |
by two-thirds (2-3) vote of stock present
and represented at a meeting called for
that purpose. Until the second Tuesday
Of December, 1922, the following named
persons shall constitute the Board of
Directors Of this corporation, to-wit:
ICharles +. Labarre, 041 Gravier; Jos. A.
raven, ia s. Lopez; Louis n. Lang.
1926 Spruce.
Thereafter the directors shall be elect
ed annually on the second Tuesday of
December, beginning with the year 1922
Any stakeholder may be eligible for
membership on the Board of Directors
without regard to the number OF shares
owned by him or her. All elections for
directors shall be by ballot and each
stakeholder shall be entitled TO one vote
for each director for each share of stock
standing In his or her name on the hooks
or the corporation each vote NAV be
cast either in person or by proxy A
failure to elect the directors on the sec
ond Tuesday Of December or annually
thereafter shall not work forfeiture Of
this charter but the old Board of Direc- |
tors shall remain in office until their
successors are elected and qualified