The herald., 1922-07-27
CHARTER.

! exchange, acquire by grant, gift or pur-
chase, devise or bequest, sell ALLEVIATE, dis
pose Of, convey, lease, pledge, pawn. hy-
| pOthecate, cucumber or mortgage pro-
| perty of any kind, whether real, personal
| or mixed, corporal or incorporeal NOV
| able or immovable, all subject to such
! limitations as may be prescribed by law.
1t may make, issue and endorse bonds or
notes and other evidences of debt. 1t
may accept mortgages, pledges or other
forms of security for money loaned or
other debts. 1t may contract, sue and be
| sued, plead or be implicated by its cor
pOrate name in any court of competent
jurisdiction. 1t may make, adopt and
use a corporate seal and alter or break
the same at pleasure. 1t may hold stock
in other corporations, and its capital
stock may be issued for capital stock of
other corporations. 1t may name. appoint
and employ such managers, directors Of
hCers, agents and other employees as
| its interests, business and convenience
may require, and may fix their compensa
ton, having due regard to the nature.
character and value of their service. II
may make and establish bylaws, rules
and regulations not inconsistent with this
charter or any existing law, fixing or al
tering the management of its property, the
regulation and government of its affairs.
and the manner of the certifcatiOn and
registration of its stock 1t may wind
up and dissolve itself, or be wound up
and dissolved in the manner prescribed
by law. 1t may conduct business in this
state other states, the Federal Districts,
United States and any foreign country. 1t
shall have the power to invest its board
Of directors with all of its corporate
powers, subject to such restrictions as
may be named in this charter. And it
generally shall have and possess all the
powers, rights, privileges. and immunities
which corporations are and may hereafter
be authorized to have and possess under
the Constitution and the laws of the
state, and particularly under Act No. 261
= of the Acts of the General Assembly of the
State of Louisiana for the year 1914. and
the amendments thereto.
ARTICLE 1.-THE domicie of this cor
, poration shall he the City of New Orleans.
/, Parish of Orleans, State of Louisiana, and
all citations or other legal process shall
be served upon the president of this cor
pOration or in case of his absence upon
the vice-president or in the absence Of
! both of these officers upon the secretary
or treasurer of this corporation.
: ARTICLE III-The objects and pur-
r poses for which this corporation is formed
r and the nature of the business to be ear
ried on by it hereby declared to be: To
e buy. sell; import, export, and generally
| trade and deal in with, either for its
D own account or as agent of others, all
t kinds of real and personal property. but
I particularly all kinds of mechanical appa-
ratuS. machines and machinery, and parts
1 thereof, tools, supplies and utensils Of all
- kinds, and similar articles of commerce
3 in wood. metal. earthenware or other ma
2 terial: to construct. weld. repair and
erect the same and to make castings and
. forgngs of all kinds: and generally to
carry on any other business which under
a the law it may be entitled to carry. on.
! which may seem TO the corporation to be
calculated. directly or indirectly, to effect
. the aforesaid objects and purposes or
either of them, or to facilitate the corpora
ton in the transaction of any other lawful
business that might be calculated. directly
or indirectly. TO enhance the value of or
! to render profitable any of the corpora
= tion's property and rights; and generally
i . hnlA ND "a
u powers and privileges and to do and per
: form all things as relate to the objects
l. and purposes hereinaboye set FORTH or as
: may be needful necessary, proper useIu
> or convenient for effecting such OBJECTS
: and purposes or either of them.
ARTICLE Iv-The authorized capital
stock of this corporation is hereby hxeu
at and deca5Sd 6 to De s fne sum Which Oh c i
: tai stock may be increased in the manner
provided by law TO the sum of one nun
Il dred thousand (s1O0,OOO.OO) dollars.
Z The presently authorized capital stoci
i of this corporation shall consist OF nv,
hundred 5000 shares Of the par value o.
;; one hundred (s1O0OO) dollars each; 4
II shall be represented by certificates, shal
e be full paid and worcestershire when Is
d sued. shall be issued only for labor don'
y or for property actually received, or 10
i cash to be paid at such times ana In SUE
y amounts and after such notice as may ~
q determined by the board of directors am
IS shall be personal property. No transfe
al Of said capital stock shall be binding upol
ii this corporation unless made In accord
IS ance with its charter and bylaws ana re
/! corded on the books thereon.
ARTICLE V-No stakeholder may sell
= assign or transfer his stock in this cor
,e poration without giving TO tne o'he
stockholders. through the secretary ,cI
, this corporation, notice in writing OF sue
is intention, and the other stockhola ei
~ shall have the right for period OF thlr.
1 DAYS from the delivery of such notice
10 the secretary, to purchase all or any par
III Of the stock of such stakeholder for cas-
at the book value thereof. after whlc
r thirty DAYS the said stock may De sol
III without restriction
CT Whenever the employment OF any stock
4. holder by this corporation is terminates
~ either by death. resignation, dlsmlsSa
r lapse of time or otherwise, the othe
IN stockholders shall have the right 10
" thirty DAYS from the date of such term
nation TO purchase all or any part OF IN
I'd stock of such stakeholder for cash at IN
~ hook value thereof, after which thlrl
I; DAYS the said stock may be sold "itnou
ns restriction.
u rs Other stockholders desiring to purchas
NJ STOCK under this article must in due I'm
is give notice of such desire TO the SCI a.
Of this corporation. In the event that III
IN other stockholders offer to buy more s ~
"' than "a offered for sale, stockholders ohei
ing TO buy shall be entitled TO buy IN
. offered stock in the ratio OF tnelr , Sm
t. then stock holdings in this corporatiol
&. Eor the nnrposes of this article. the boo
] YaIua shall be determined by the hgure
e. as shown on the last financial statemeh
No sale or other transfer or assignme,i
l. of stock in this corporation shall De ya,,
y. " until and unless opportunity TO purcha a.
rt- u oh stock has first been given in u
Is, manner hereinabove provided to the oth TN
at stockholders of this corporation; ana dan tn
"a right so vested in the other stoc ,Eh4cb
re, sbau follow into any hands into wnlch
ny NAV PASS any stock sold. transferred
aSsi,ned without such opportunity beiI
given, and may be exercised .,; agaihS n,net
holder or holders thereof within nihs =
er. 1onS davs after such stock is rendered Il
ny ty yor S on the books of this corporate
and no transfer of any such stock snS
t. be made on the books OF TINS Cipa,v 20
during the tendency OF saiu ni"e'' y"
. day period ,.,
,L ARTICLE Wal the corporate pow
% this corporation shall be vested IN al
exercised by a board of four alreT. ~
IS each of whom shall hold IN MS tso y" Of m