The herald. [volume] (New Orleans, La.) 1905-1953, 1922-07-27
CHARTER

| possible for any cause for the directors to
act. any vacancy or vacancies may be
! filled by the stockholders at any meeting
, called for that purpose by the president
| Any and all directors meetings. the no
| tees of which are not herein specifically
provided for, may be called by any off
Ger of this corporation upon ten DAYS
/ notice by mail. ANY director shall have
/ the right TO authorize and appoint ia
| writing any shareholder to vote for him
| at any and all directors meetings and
| such proxy shall have and exercise all Of
| m" powers Of such director appointing
! him.
Whenever II Is provided in this act that
either directors or stockholders meet
! ings may be held after certain prescribed
notices TO the directors or stockholders
| ii is understood and agreed that any and
all directors and stockholders meetings
may he held without notice. whenever
| lawful. provided all directors or stock
holders. as the case may be. waive notice
in writing. or are present in person or by
proxy at such meeting or meetings
The board of directors shall have fun
control of the property Of this corpora
ton and shall conduct, manage and use
the same as in their discretion they deem
best and consistent with the objects Of the
company and its welfare. and they shall
have power to make, alter and annul such
bylaws, rules, and regulations rs they
may think proper. They shall have the
further right and power 10 appoint such
agents. clerks and employees they deem
best and to fix their salaries. terms of
employment and the right TO dismiss said
employees at said boards pleasure. and
said board shall have the further right to
determine and fix the salaries. If any OF
the several officers herein provided for.
ARTICLE VI-The first board Of direc-
tors and officers who shall serve until
the annual meeting to be held on the
second Monday of August. 1923. or until
their successors are duly elected and
qualified. shall be: II. II Lawler. 922
Gravier Street. New Orleans, La. who
shall be president: s. L. EdmOnson .922
Gravier Street. New Orleans. La. who
shall be vice president: ]. u. Britton. a22
Gravier Street. New Orleans who shall
be secretary treasurer.
This charter may be altered or amend
ed and this corporation may be dissolved
by vote of two-thirds of all outstapd-
ing stock AT meeting of the share
holders. duly convened for that purpose
by the board of directors or by the preSi-
dent. upon the written request OF not less
than twenty-five per cent. Of the out
standing stock. after fifteen days notice
mailed to each shareholders last known
address.
But the capital stock Of this corpora-
ton shall not be decreased by such amend
ment TO an amount less than the corporate
indebtedness, and no amendment shall be
made changing the objects and purposes
of this corporation without a vote of all
outstanding stock. and the capital stock
shall not be increased beyond the amount
originally named as the sum to which the
capital may be increased except by a vote
OF three-fOurths of all outstanding stock
Whenever in the Judgment of the board
or directors Ii shall be deemed advisable
that this corporation shall be dissolved
the board shall within ten days after the
adoption of resolution to that effect by
majority Of the whole board at any
meeting called for that purpose. of which
meeting each director shall have received
az least three days notice. cause notice
a n cd -
mailed to each stakeholder. together with
notice of a meeting of the stockholders
to be held at the office of the corpora-
non. to act upon the resolution so adopted
by the board. The stockholders meeting
shall be held at any hour fixed bv The
Doard on the day mentioned between the
hours OF 10 a. m. and three p. M. for the
purpose of voting upon such proposed
dissolution.
Whenever all of the stockholders shall
consent IN writing to a dissolution, no
meeting or notice thereof shall be neces-
sary.
ARTICLE VIII-Whenever this CORPORA
tion is dissolved by Limitation or other
wise. its affairs shall be liquidated under
the supervision OF three liquidatOrs. elect
ed by the stockholders and chosen from
among the stockholders. which liduidators
snail be elected at n meeting of the share
holders convened for that purpose under
the terms and conditions OF Article VII
of this charter.
ARTICLE IX-NO stakeholder of this
company shall ever be held liable or re-
sp0nSible for the contracts or faults OF
ms corporation In any further sum than
the unpaid balance due on shares of stock
owned by him, nor shall any informality
IN organization have the effect of render
ing this charter null or of exposing any
stockholder to any liability beyond the
unpaid balance due on his stock nor
snail any infOrmality or irreguIarity in
organization have the effect of rendering
any stockholder liable as a partner.
Thus done and passed In my office in
me city of New Orleans. Louisiana on
the day. month and year first herein
above written, in the presence of ]. v
oQuinn and John ID. Miller competent
witnesses, who hereunto sign their names
win the said appearers and me. notary.
after reading of the whole, and the said
appearers have hereunto signed oDposite
thelr names the number of shares of
STOCK OF this corporation subscribed for
by them III. III. Lawler. New Orleans
La. 99S shares; f. L. Edmonson. by III
II. Lawler, New Orleans. La. I share.
IL. Britton, New Orleans, La. 1 share
witnesses j. V. OQuinn, John ID. Mil
(SeaD: CHAS. F. FLETCHINGER
i. the undersigned. Recorder of Mort.
cages IN and for the Parish of Orleans
ntate OF Louisiana. hereby certify that
i Ia above ana FORGING charter of II. H.
LAWYER IL Company, Inc. was this day
duly recorded in my Office i'm Book 1S6S
folio - " A i-oo
New Orleans, Louisiana. July 18th. 1922
(Signed): RORT SCOTT
A.. Deputy Recorder
L. the undersigned. hereby certify the
above and foregoing to be a true and cor
rect copy of the original charter of II. TT
LAWYER Il Company. Inc. together with
.erIlhcate OF Recorder of Mortgages there
to appended, as the whole now annears on
nile in my office. y"
witness my hand and seal at New Or
, n1ns' Louisiana, this 18th day of July
CHAS. f. FLETCHINGER.
Ju,,. ~ q, Notary Public