The herald. [volume] (New Orleans, La.) 1905-1953, 1922-03-30
CHARTER

renort ~ ,bo annual Stately
monthly trial balance precoS,nd the
or such notice, and the ysIna the ~
and established shall constjtr,t mus fSe,
and price of said stock. the M
III within twentyfour honrs
notice TO the owner, his oaa after IA
sentative, does not join with ~ or reps
establishing the price or xsi Sne bOatt
stock, the board may prncnus Of
further delay to fix the said ~, Wits
t ,he. ieport ana triai balance sfo,se ID,
that purpose, which writing oresald q
to be conclusive evidence -, are decls,s
all parties in interest in - ana ssa,s
whether the value is estab,;St prenis.
JOINT act OF the owner. his aeu BY ~
helrs or representative or nv ssnt vidOr
directors of said corporation a ne board
persons, SAID pe''op
ance OF any share holder m r. OF accs,
stock. and upon obtaining purchase ~
factory to said board for the n.iee ass
the beard of directors shall th nv thsitt
notice TO the owner of the StooL ueIeon IN
or representative, and before :. ms ag.,
ton of the period of eight t sne erprs
said. shall call in the certi6cstoa ys aq.
Gates representing such stock ana VI CERT:
price or Naiue thereof and cause pay u
pOration. 'OAS Oh the a.
t2) The preference, option ana
purchase, heretofore vested h., an u right
n) in the other SHAREHOLDER Iafagray
III tulI torce and effect in the,s ~ eris
acquire the shares of stock os iavN
stockholder. and the formalities az, GSeceass
Ii procedure, the terms, conditions oe's
ia'ion ; ana delays hereinabove estshS up
In SAID paragraph shall applv iAonSs
] SDppfS tn fDp III all ~
case OF death. Immediately unOEt
or information of the death ~ pUn feceg
holder II shall be the duty Of ,hn shEs
directors to cause the necessor Ooafd 4
be taken to carry out and enfo,Sse UPS
provisions e"iorce thss
CD The preference. option and -,
purchase herelnabove establishes
run in favor of each shareholdsr Sal
for his virile share in pronort,ou feeea
existing holdings in the stock hn. Ii
any shareholder fail to exercise SIOUX
In this regard, his rights SHAH ngf
and be absorbed by the 9TH, pass
holders, provided that the NV. aan
widow. heirs or legal representa,,r..
the case may be, shall not be ohIsa =
deliver said stock unless the oTssN
| purchase the same shall inclnde .nI "
the entirety of the Offering nnS Snu eo's
graph U, or all of the holdinsa pan
paragraph (2). Hes unte
"a All certificates Of stock sb,u,
prleI rei renee TO the rights hers, "a
tablished IN the favor of the se's ~. =
| holders. "e Ncct.
ARTICLE v-All the corporate n.
OF this corporation and the man,S SSsn
anu cOhlrol OF It's affairs shall be vss.,
In. and exercised by board on S,, ,es1
| composed of three stockholders .on
| Jority of which shall constitute . oa ~
| FOR the transaction of all bnsinass 1911
| directors shall be elected annuaIIv IN
stockholders, at a meeting 10 he NJ
the first Monday after the first SunSs. y
each year in the month of Januarv ~.
meeting TO be preceded by three A.
written notice to the stOckboldars pn
stakeholder shall be entitled in ns,s. nau
by proxy, to vote for every share 49,.
| by him, and all elections shall hs ns.
under such rules and regulations a. ~. -
be determined by the board of dirs.,..
| The directors, when elected. shall ~.
tlnue in office for one year. and r,.u
their successors have been duly sls..s
ana nave qualified. No failure 10 ~,
shaIi operate the forfeiture Of this char
ter. Any vacancy occurring on this hos.,
shall be filled by the remaining dj,srta,.
for the unexpired terms. The hoard =
directors shall, at its first meeting a.,
its election, select out of its punher
president. and one or more vice presias,,.
and shall also elect a secretary-tressu,s,
who need not, however, be a member a
the board. The president shall have a,
right to appoint and dismiss the esrI,
and other employees of said corporstis,
at pleasure, and as the interest and brs.
ness or the same may demand. He n,r
exercise this authority by proxy. Al,
director being sick or absent or about \
absent himself shall have the right to sp
point by written instrument, another d
fector or stakeholder to act as his prur,
In is steGd at any and all meeting Of Il,
said board of directors during his n
sence. The first board of directors and
officers shall be composed of the following
named persons, who shall serve until d,
election to be held in 1923. namely: FeHr
Il. Gunter, president. New Orleans, Ia.
AS shares; William J. Mitchell, yice-pre.
dent. New Orleans. La, share; Louis B
ti1raud, secretary-treasurer, New Orleim
La, i share.
ARTICLE VI-The funds Of this cor
poration shall be deposited from time b
time in a bank or banks to be selected b
the board of directors. All checks, nos
or other instruments drawn, executed q
issued, In the corporations name and "
half. shall be signed by the president in
the yice-president, or the secretary-trar
urer. No officer shall thus sign or n
dorse the name of the corporation nn
strictly IN Its concern.
ARTICLE Vino stockholder shall n
held liable or responsible for contrscs
! faults or debts of the corporation. M
shall any mere informally in its organin
ton have the effect of rendering this chsf
ter null, or of exposing any stockholds
to liability beyond the unpaid balance due
on the shares owned by him.
ARTICLE VIII-This act Of incorpcii.
ton may be changed. modified, or alters
or this corporation may be dissolved, WIN
the consent of the stockholders owning
three-fourths of all the stock Of this cor
porati0n, at a general meeting eonvena
for that purpose and after at least thfs
days written notice of this meeting snsl
have been given through mall address
to each stakeholder at his last KNOW
place of residence. In case Of dissoiunn
by the expiration of this charter. or ctns
wise, the stockholders shall elect hqsr
datOr from among their own number, w
shall have full authority to settle .s
wind up the business and affairs OF ys
| company. The terms and conditions y
and the compensation for such serNz7
shall be fixed at the time Of election.
case of the death or disability OF saio ee i.
missioner or liquidator before the nqus y.
ton of the affairs of the corporation ~
successor to fill the vacancy may DC "
pointed by the stockholders. -,
ARTICLE IX-Any and all notices lm
delays provided for by this charter ~.
be waived by the unanimous ccnseh,
the stockholders unless prohibited .! -.
ARTICLE X-The names and postosSs1
addresses of the subscribers to the CIV
tai stock of this corporation. and the ~ ~
Der of shares subscribed by each Of ", -
are as follows: Felix Il. Gunfer. INV, ~
Orleans. Louisiana, AS shares; Win
j. Mitchell. New Orleans, Loulsnn.
share; Louis b. Giraud. New of"''-
Louisiana, l share. -,...,
Thus done and passed, in my no w..
office, at the City of New Orleans .. s.s
said, in the presence of W. W. suI's =.
Jr.. and Jno. NJ. Klopf, competen. ~
nesses of lawful age, and residing " -. NJ
city. who hereunto subscribe tnef s
together with said parties and me, no' 80
on the day and date set forth In inc W
ton hereof. - Im
Witnesses: W. W. sutclife Jr' ."