The herald. [volume] (New Orleans, La.) 1905-1953, 1922-06-08
CHARTER.
AMENDED CHARTER OF
LOUISIANA PRINTING co INC


Parish Of Orleans.
Be ii Known, That on this 9Th day o
the month of June A. ID. 1922, PERSONAL
came and appeared before me, WiliaT
=; Formento a Notary Public in and TO
the following named persons, to-wit
Henry l.. Hebert, Charles V. Kraft
Raoul A. DAunoy and Joseph j. Scheur
ing; all residents of this parish, whic
said appearers declared that they ar
the sole stockholders Of the LOUISIAN!
PRINTING COMPANY. LIMITED, tn
corporation named in the resolution fol
lowing herein, and were the said sol
stockholders at the time of the said reSO
luton was passed.
The said appearers did then SEVERAL.
and Jointly declare that at n meeting
OF the stockholders Of the said LOUIS
lana PRINTING COMPANY, LIMITED
held this day, to-wit, June >. 1922. a
which appearers were all present, tn,
following reso' ''tion was unanimously
ADOPTED adopted; I tnMiHg the charter of thu
BE it RESOLVED, That the charter o.
the LOUISIANA PRINTING COMPANY
LIMITED, executed before Frederick
of Orleans, State of Louisiana, on March
j, 1909, and recorded in the Mortgage
Office Of the Parish of Orleans in Book
Of Charters 9l2, folio 49,, on March l.
1909, be amended to read as follows
ARTICLE
The name of this corporation shall be
LOUISIANA PRINTING COMPANY, IN
CORPORATED. The corporation shall
have existence for period of ninety
nine years from this date to-wit, juno
5, 1922. and it shall have all the power
and authority regularly vested by law in
corporations of this character Its dom
icile shall be the City Of New Orleans,
Louisiana.
ARTICLE III
The corporation is organized for the
purpose Of conducting general printing:
iithographing, engraving, embossing. and
book binding business, and any lines OF
business Incidental thereto. Ii mag, itself
engage in the publishing business.
ARTICLE Ill
The capital stock of the corporation
is hereby increased from the sum OF
Fifty Thousand Dollars to the sum of
One Hundred Thousand Dollars, to be
represented by one thousand shares uf
the par value Of One Hundred Dollars
each.
No stakeholder shall sell or dispose Of
any stock of this corporation without
first having offered the same for sale
to the other stockholders, by 4 letter
addressed to tho Board of Directors of
the corporation, naming therein the
lowest proposed price OF said stock and
the proposed terms of sale. After fifteen
days from the receipt of such written
offer and the failure of the stockholders.
or any of them, as hereinafter provided,
to purchase the said stock upon the pro-
posed terms of sale, at least terms no
worse than those proposed. the owner
Of the stock shall then be at liberty to
sell such stock for not less than the
said proposed price and upon the said
proposed terms, at least terms not
more favorable to the purchaser than
those submitted to the stockholders. This
rule shall apply to each specific sale or
proposed sale of stock.
Should any stakeholder pledge any Of
his stock, he shall Immediately notify |
the remaining stockholders of the cOrpor- |
alton of the fact of such pledge, through |
a nd cad 70 he nrI II
tors of the corporation, in which shall |
be given the name and address Of the !
Pledge, together with a copy CT the act.
or instrument, Of pledge; and before. or
upon, the default of the pledgOr to meet
the obligation for which his stock stands
pledged, the stockholders of the corpor-
alton shall be entitled to take up such
pledgOr's obligation. and they shall be
thereby specially subrogated to the rights
OF the original Pledge. or any subsequent
Pledge, In all particulars. !
Where the stockholders of the corpor-
alton are accorded either the right OF
purchasing a shareholders stock or of
taking up his pledge obligation. as here
inabove set forth, such right shall devolve
upon the said stockholders, first in the
proportion of their individual holdings Of
stock, and then ratably among the re-
naming stockholders should any partic- |
ular stakeholder not elect to exercise his !
right, and so on, until the right shall
remain in one stakeholder, II all other !
should decide not to exercise
he right
The corporation shall make no transfer t
,f stock where the provisions Of the fore Q
going paragraphs have not been fully I
complied with, and the corporation shall ]
llso be entitled to demand, and shall so I
demand, of both the seller and the pur- !
'haser Of stock in all cases, before max [
ny transfer of stock upon the books =
II the corporation, an affidavit as to the @
mount truly paid for the stock and facts C
moving the entire bona fides of the trans Il
lction. a
The shares of stock Of this corpor- {
ltion shall be transferable only upon the
looks Of the corporation, and no transfer c
Il any stock shall be binding or have d
my effect upon the corporation unless d
md until made upon its books; and b
'rior lien on all shares of stock shall v
'e retained by this corporation on the p
took Of any shareholder for any indebt- C
videnced or created, due at any time to Il
he corporation by the holder of stock.
nd no transfer of stock shall be made n
n contravention of these conditions. n
ARTICLE Nv
The management and control Of the o
usiness of the corporation shall be in c.
he hands Of a Board Of Directors, COM
osed Of three persons to be elected by a
he stockholders from among their num- Il
er, and two members of the Board shall a
onstitute a quorum for the transaction
Ulcers of the corporation, who shall be Il
President, VicePresident, Treasurer, and o.
ecretary, which last two positions may D
e combined in one person. The first d
hree officers shall be members Of the n
oard, but the Secretary need not be. n
The regular meeting of the stockholders 81
Dr. the election Of directors shall be held OF
n the second Wednesday of January in m
ach year. unless that day be legal holi- m
ay, when the meeting shall be held on m
he next succeeding day, not a holiday. al
acancies on the Board at any time may b,
e filled by the Board until and unless AZ
he stockholders should themselves elect m
fill the vacancy. sh
Proxies may be given by both stock sb
olders and directors, but they must be Si
writing and filed with the Secretary on
the corporation. a.
Directors and officers Of the corporation o oa
,all remain in office until their sue =.
'ssors are elected and qualified. sh
All employees Of the corporation shall 81
I'D their positions subject to the pleasure Sii
- Board of Directors. S''
oard of Directors shall be entitled H.,
bylaws, rules and regulations ho
corporation, and the transfer Of ia
mot inconsistent with the provisions
mis- charter or any provisions Of law; or
divided, the stockholders may them IN
Ives adopt. amend or modify any by .ic
fairs of stockholders. 'Ae de;
ARTICLE V
Business OF any character whatsoever pr,
ny be transacted at the regular annual no
setting Of the stockholders. to be held no
the second Wednesday of January. as hol
divided in the preceding article; but tha
all special meetings of the stock sto
lders ut least fifteen days notice shall :
given each stakeholder by a notice ito