The herald. [volume] (New Orleans, La.) 1905-1953, 1922-04-13
CHARTER.

| ticular lands, leaseholds shares of stock,
mortgages, bonds, debentures and other
/ securities. merchandise, book debts and
claims copyrights, manuscripts, trade
| marks, trade names. brands. labels,
patent cavsats and patent rights, licenses.
| grants and concessions. and any interest
| in real or personal property.
! To sue and be sued; to borrow money;
| to make. accept, endorse. execute ana
/ issue promissOry notes, bills Of exchange.
bonds debentures and other obligations.
| from time to time, for the purchase OF
| property, or for any purpose in or about
| the business Of the company, and to Sc
cure the payment of any such obligation
/ by mortgage, pledge, deed or trust or
| otherwise.
To enter into. make. perform and carry
out contracts of every sort and kind
/ which may he necessary or convenient
/ for the business of this company, or
! business of a similar nature, with any
person, firm, corporation. private. public
or municipal. body ,politid under the
! government of the United States or any
! state, territory or colony thereof or any
foreign government so far as and TO the
extent that the same may be done and
| performed by corporations organized
under the General Corporation Act.
To make and use a corporate seal.
The foregoing enumeration of specific
powers shall not be deemed to limit OF
restrict in any manner the general pow
ers of the corporation, and the enjoy
ment and exercise thereof, as conferred
| by the laws of the state of Louisiana
upon corporations organized under the
provisions of the General Corporation
Act.
To do all and everything necessary,
suitable and proper for the accomplish
ment of any of the purposes or the
attainment of any of the objects or the
furtherance of any of the powers here
inbefore set forth, either alone or assO-
ciated with other corporations, firms or
individuals. and to do any other act or
acts, thing or things incidental or per-
tanning to or growing out of or con-
nected with the aforesaid business, or
powers, or any part of parts thereof,
provided the same be not inconsistent
with the laws under which this corpor-
alton is organized.
ARTICLE III. The dOmicile of this
corporation shall be in the City of New
Orleans Parish of Orleans, State of
Louisiana, and all citations and other
legal process shall be served upon the
President of this corporation; or, III
case of his absence, upon the Vice
President; or, in case of the absence Of
both of these officers, upon the Secretary
Treasurer.
ARTICLE ". The capital stock of
this corporation is hereby declared to
be Ten thousand Dollars (S10,OO0), which
may be Increased from time TO time, in
Hundred and Fifty Thousand Dollars
(S250O0O, any part of which increase
may be preferred stock as hereinafter
provided:
Said capital stock of Ten Thousand
Dollars (s1O.OOO) is divided into one
hundred 900 shares of common stock
of One Hundred Dollars (S1OO) each,
which said common stock shall have a
voting power of one D vote for each
share of stock, which vote may be cast
l .ha -hOll in, hv
at all general elections or meetings of
the stockholders, and the aforesaid proxy
need not be a stakeholder of the cor
pOration. Said capital stock Is to be
paid for in the manner provided by law.
In the event of an increase OF the
capital stock of this corporation as
herein provided. ii shall be first offered
to the stockholders of the company In
the proportion to their ownership OF
stock as shown by the books of the COM
pany, and should any stakeholder re-
fuse or fail to purchase the stock allotted
to him, it shall be offered to the re-
naming stockholders in proportion to
their ownership of stock, and this pro-
cess shall be continued until all the stock
is sold. If the stockholders fail or re-
fuse to purchase the stock, it shall be
sold to other persons.
Preferred stock, when issued, shall not
exceed ten Q0) per cent, cumulative
dividends, payable annually, on such
of Directors. out of any and all surplus
or net profits, before any dividends~shal
be declared, set apart for or paid upon
the common stock. Said dividends on
the preferred stock shall be cumulative
so that IL the corporation shall fail In
any fiscal year to pay such dividends
on all of the issued and outstanding pre-
ferred stock, such deficiency in the divi
dends shall be fully paid, with interest
not to exceed eight (S per cent, be-
| shall no declared. sol
apart or paid upon the common stock
Subject to the foregoing provisions, the
preferred stock shall not be entitled to
; participate in any other or additional
. earnings or profits of the corporation
Preferred stock may be retired by LOT
at any dividend period out of the earn.
ings of the company at One Hundred
and Five Dollars ($105) per share
plus accumulated dividends and interest
thereon.
In the event of the dissolution or liqui-
dation of the corporation, or the sale OF
all of its assets, whether voluntary OF
involuntary, or in the event Of its In
solvency or any distribution Of its cap
of the preferred stock the par value
thereof, to-wit: One Hundred Dollars
per share. and the amount Of all unpaid
J accrued dividends and interest thereon
! before any sum shall be paid or any
: assets distributed among the holders OF
; the common stock and after the pay
ment to the holders of the preferred
stock of its par value and the unpaid
accrued dividends. with interest thereon
the remaining assets and funds OF the
corporation shall be divided among and
: paid to the holders of the comomn stock
: according to their respective shares.
: The Board of Directors in their dis
erection out of the earnings or surplus
: may declare and pay dividends out Of the
J common stock concurrently, with divi
dends on the preferred stock, for any
, dividend period of any fiscal year, pro-
, vided that all accumulated dividends and
interest on the preferred stock for al
previous fiscal years, as well as the cur
| rent dividends thereon, shall have beer
paid in full.
= All outstanding common stock shall b'
entitled to one () vote. either in person
or by proxy, at all meetings Of the stock
holders, the preferred stock not being
. entitled to any vote.
D No stakeholder shalf have the right t.
sell his stock until he first offers thu
9 same, through the Secretary of the com
: pany, to the other stockholders of thu
company in the manner provided hereir
: for the sale of increased stock for
!, period of thirty 1907 days. at its bool
Z value, as shown by the last trial balance
Q of the company.
ARTICLE V. The powers Of this cor
: poration shall be vested in and exercised
5 by a board of three directors, two o
whom shall constitute n quorum. Tn
] following persons shall constitute tn,
!. | first Roard of Directors. Ferdinand