The herald., 1922-06-15
CHARTER.


/ pledge property, both real and personal
1 to issue bonds, notes and other obiiga-
/ lions or negotiable instruments;
to have and employ such managers, di-
/ rectors. officers, agents and other en-
/ ployeS as the interest and convenience
of said corporation may require or de-
mand. TO make and establish such by
laws, rules and regulations for the cor
. pOrate management and control OF the
affairs of the corporation as may be
deemed necessary and eXpedIeut.
! ARTICLE 1.-THE domiCile of said
7 CORPORATION shall be established in the
. city OF New Orleans, State OF Louis
. lana. and all citations and other legal
/ process shall be served on the pTv>l-
dent; in his absence. on the vice-preSi-
dent; and in the absence OF both, on
. the secretary treasurer.
ARTICLE III-The objects and pu--
poses for which this corporation - or
SaulZed and the nature OF the business
To Ice carried on by II are hereby de
. ylarei To Se. To buy, sell and deal IN.
Tor It's own account. and Tor the ac-
count of any individual. firm or cor
Poratiuu. real estate, teuemeutS, mort
cages. mortgage notes, bonds, shares
of stock and other securities, TO lend
money on property, real personal or
mixed. 10 make leases as lessor or les
sc. TO act as broker. agent or trustee
FOR Individuals, firms or corporations
10 construct and erect or to contract
Tor the construction and erection OF
buildings. and generally TO do and en-
or enterprise connected with. growing
out Of. EcTmane or Incidental To any Of
the objects and purposes herriuabovc
set forth or contemplated by this char
ter.
ARTICLE IV-The capital stock OF
this corporation Is fixed at the sum of
sixty thousand (S6O.OO0.0OD dollars. di-
Vidrd into SIX hundred shares of the
par value OF one hundred dollars each.
All shares Of stock shall be fulI-paid
and worcestershire. No transfer Of
stock shall be binding upon the corpo-
ration unless made upon its books. and
all certificates of stock shall be signed
by such. officers as may be designated
by the board of directors.
This corporation shall have the right TO
increase its capital stock 10 the further
sum of two hundred and fifty thousand
tS2J0.UO0 00) dollars, to be divided into
shares OF one hundred dollars each.
provided said increase in the capital
stock shall have been authorized by the
stockholders at a meeting to be held
pursuant TO the provisions of Article
VIII. of this charter.
: ARTICLE V-Au the corporate
powers Of the company shall be vested
in. and the management and control Of
its affairs shall be exercised by board
of directors composed of threr stock
holders. the membership of which may
Ice increased to number not exceeding
six by the board of directors at any
Of its regular meetings. y majority OF
the directors shall constitute a quorum
for the transaction Of all business. The
. directors shall be elected annually by
ballot on the second Monday in May in
each year. Each stakeholder shall be
| entitled. in person or by proxy, 10 a
vote for every share owned by him and
all elections shall he held under such
termineG by the Board of Directors.
after fifteen days notice by mail OF
/, such election shall have been sent 10
/ each SJOCkhOlier at his last known add
dress The directors thus elected shall
continue in office Tor one year. or I'M
til their successors shall have been duly
elected and qualified. No failure to
/, elect shall be regarded as a forfeiture
! Of this charter. Any vacancy occur
ring on said board shall be filled by
the remaining directors for the uneX-
pIred term; the said board shall like
wise elect the additional members in
case they should determine to increase
the number of said board. said board
shall have ~ right to appoint and
; dismiss such clerks, managers and
other employees of the corporation rs
: conditions may justify or the BUSH
: ness of the corporation may require
l The tenure Of office of all the employees
! pleasure of the Board of Directors
I Any of the directors or officers shall
: have the right TO appoint. by written
, instrument, another director or stock
holder to act as his proxy and in his
NStead at any and all meetings of the
Board Of Directors. Said board shall
ALSO nave the right TO StettSstlt the
= office of Secretary Treasurer, and may
; elect a secretary who need not be a
I director or stakeholder.
, ARTICLE VINO sale or other trans
! fer of shares of stock in this corpora
ton shall be valid until and unless the
opportunity has been first afforded the
! shareholders Of record II the date OF
such transfer, sale or other alienation
10 purchase such stock at true value
Il plus ten per cent, the value to be asceT-
| tanned in the manner herein prescribed
The right TO acquire said stock hereby
first vested in the other stockholders
| of record shall follow the stock into
5 any hands TO which it may pass ant
4 may be exercised against the holders
= thereof within fifteen days from the
= time any sale or transfer has been of
= tered to be entered on the books of the
e association.
, It shall be the duty of any holder OF
stock in this corporation who intends
or desires to sell, transfer, ALLEVIATE OF
= otherwise dispose of the same. to give
n fifteen days notice of such intention
s or desire to the board of directors OF
= the corporation, who are hereby con
e stituted agents of the other stockhold
= erS for the purpose of such notice, anC
$ said board of directors shall give i'm
i mediate information thereof, in writ
e ing, TO all the other stockholders Of
s record Before the expiration of tn,
5 fifteen days from the receipt of Sait
n 'notice by the board of DIRECTORS, an!
h shareholder of record may offer to pur
i chase, and may acquire the right 4
: purchase said stock by notifying th'
4 board of directors in writing and there
e after shall deposit the price of sai'
T stock in cash with the corporation OF
or before fifteen days from the dat,
. last mentioned.
= Upon the receipt of the first men
e toned notice, the board of director:
f shall advise the person owning saio
e stock, his agent or representative, L
| join said board in fixing the value o
e said stock, which value shall be estab
?. lshed on the basis of the market valu,
n of the assets of the company. takinl
) also into account the last annual o
J. semi-annual statement or report of tn
$ balance preceding the date of such no
f tice, and to the value thus found AM
established there shall be added tel
per cent, and the sum thus found an,
:. established shall constitute the valu
70 and price of said stock.
l. If within twenty-four hours afte
such notice, the owner, his agent o
representative, does not join with tn
: board in establishing the price or valu
: of the stock. the board may process
y without further delay to fix the sal
& value, using the report and trial bal
ance aforesaid for that purpose whicl
=, writings are declared to be concluST
k evidence for and against all parties Il
interest in the premises, whether tn
value is established by the joint act o
the owner, his agent, widow, heirs o
representatives or by the board of di
n rectorS acting in default of the CO