The herald. [volume] (New Orleans, La.) 1905-1953, 1922-03-23
CHARTER

"
report of the corporation ostenen
monthly trial balance precoS;uu The
of such notice, and the vain TIE
and established shall copstitr. tnQs ioSs
and price of said stock. the Ms T
II within twenty-four hou,.
notice 10 the owner. his agsD. ATE, n.
sentative, does not join with ~ " ten
establishing the price or Inc me bOsr
stock, the board may procaos Of
further delay to fix the said 81, vita
the report and trial balance o,aues ID,
that purpose, which writing atesaid
10 De conclusive evidence for ana uecas
an parties IN interest in the ssIh
whether the value is estahIish Ptenis 4
joint act of the owner. his aed BY
heirs or representative or nv ssL NdS
| directors of said CorpOration en.i ooan
fault Of the cooperation Of saiS IN
/ persons. peisO,
Upon the receipt of the oso.
ance of any share holder TO mn. VI scss
stock. and upon obtaining gusrasaase d
factory to said board for the nr;ot Vt
the board of directors shall tho Nssi
hotlce 10 the owner of the stocE nv n
or representative, and before ths Ia
| ton of the period of eighty Se erpA
| said, shall call in the certi6cs,o ue
I Gates representing such stock a. Cert
| price or value thereof ana cerauu pay
To be transferred on the books M y. " "
| pOratiOn. VI Tie a,
90 The preference. option ~,
| purchase, heretofore vested hv "p nght
! (D in the other shareholder sh.insssa
IN luiI tOrce ana effect in their en
acquire the shares of stock N nVG
| stockholdtr, ana the fOrmalities ana Wv
OF procedure, the terms, cOnditions WI
| lations and delays hereinabova yin s1a
| in said paragraph shall appiv , ~
/ spects to the procedure to ba fon. az
/ case of death. Immediately pnon NN
! of information of the death Of r on iesl
| holder. il shall be the duty of tba a,a
! directors to cause the necessarr ovsfa
| be taken to carry out and e.fo,oVVn
! provisions. N"'Vfve Ia
90 The preference, option and -.
purchase, hereinaboye establishes
run IN favor Of each shareholder ~ ~
| existing holdings in the stock Ln.
any shareholder fail to exercise ~ sne.
in this regard. his rights shan M /
and be absorbed by the otba. P'a
| holders, provided that the own. ~s
| widow. heirs or legal Representa-.
the case may be- shall not no obi,Na
deliver said stock unless the osS
purchase the same shall inclpSe snS
the entirety of the offering unSs, @'s
graph tD, or all of the holdings 1 Ta
paragraph (2). Sas
ca All certificates of stock shan
a brief reference to the rights bs,..
tablished in the favor of the ~
holders. SSt
| ARTICLE V-All the corporats ~
of this corporation and the mansss.e
and control of its affairs shall he 49, ~.
in, and exercised by a board of 49,
composed of three stakeholder "
jOrity of which shall constitute an
for the transaction of all business n
directors shall be elected annually nv N
stockholders, at a meeting 10 ha hsn u
the first Monday after the first SunSs,
each year in the month of Janusrv ~
meeting to be preceded by three A..
written notice to the Stockholders ~
stakeholder shall be entitled. in persa, y
by proxy, to a vote for every share ava.
by him, and all elections shall hs III
under such rules and regulations a. ~
be determined by the board OF dIrsr,s.
The directors, when elected, shall An.
tinue in office for one wear. ana nv
their successors have been duly els,
and have qualified. No failure IA -.
shall operate the forfeiture Of this IN,
ter. Any vacancy occurring on this boss
shall be filled by the remaining dlrsci.,
for the uneXpired terms. The board !
directors shall, at its first meeting m.
its election, select out of its numbg
president. and one or more vice. rpsidsrh
and shall also elect a secretary trea,u,v
who need not, however, be a member Z
the board. The president shall have b
right to appoint and dismiss the cs,h
and other employees of said corpor,tN
. at pleasure, and as the interest and ms
ness of the same may demand He M
exercise this authority by proxy. An
director being sick or absent or about J
absent himself shall have the right 10 y
point by written instrument, another d
, fector or stakeholder to act as his prur
in is steSd at any and all meeting Of d
said board of directors during bis u
sence. The first hoard Of directors I,
officers shall be composed of the follOEii
named persons. who shall serve until d
: election to be held in 1923, namely: I'd
Il. Gunter, president, New Orleans "A
AS shares; William ]. Mitchell. vice-pra
dent, New Orleans, La, share; Louk
Giraud, secretary treasurer, New 0flssr
La, / share.
t ARTICLE VI-The funds of this O.
poration shall be deposited from tine
( time in a bank or banks to be selected
5 the board of directors. All checks, ne'
or other instruments drawn, executed |
issued, in the corporations name and
half, shall be signed by the president n
the vice-president, or the secretarytfn
urer. No officer shall thus sign or
, dOrse the name of the corp0ration n
! strictly in its concern.
;. ARTICLE Vino stakeholder shall
D held liable or responsible for contrif
: faults or debts of the corporation,
], shall any mere informally In Its organi
r ton have the effect of rendering this ell
: ter null, or of exposing any stockhola
: to liability beyond the unpaid balance .
= on the shares owned by him.
!, ARTICLE VIII-This ACT Of incorpcl
q ton may be changed. modified, or ahe'
Q or this corporation may be dissolved, "
> the consent of the stockholders osh
three fourths of all the stock OF TINS 9
! poratiOn, at a general meeting cow,
r for that purpose. and after at least "
z days written notice of this meeting y
r have been given through mail addfs'
n to each stakeholder at his last 10y a.'
e place of residence. In case OF dissons
o by the expiration Of this charter, or ~ a''
e wise, the stockholders shall elect = "
z dator from among their own number .
: shall have full authority to seItr . !.
= wind up the business and aifairs q
company. The terms and condinom
e and the compensation for sucn Nl'A
= shall be fixed at the time OF eecuoh :.
y case of the death or disability OF ~i ~. y
!, missioner or liquidator before INC ~
q ton of the affairs of the corporsu,a
8 successor to fill the vacancy ma!
T pointed by the stockholders. -
n ARTICLE IX-Any and all notss' /.
r delays provided for by this charter .,s
: be waived by the unanimous con- ~
e the stockholders unless prohibiteo " Z
/ ARTICLE X-The names ana ~, !,
L. addresses Of the subscribers 10 .ss y
IS tai stock of this corporation, ana y, ~ n
Il Der of shares subscribed by eacn =. 4
l. are as follows: Felix Z. Gun'e MN h
e Orleans. Louisiana, AS shares, I'D
IS ]. Mitchell. New Orleans, Lou'io ,ix
n share; Louis Il. Giraud, Ne"
II Louisiana, l share. ,s,,
y Thus done and passed, In my ~ n
d office. ut the City Of New or, w ssu,rg
IS said, in the presence Of W. W. .,s Ssv
>. Jr., and Jno. NJ. Klopf, compe,
J. nesses of lawful age, and reAo,sss ~
lie city, who hereunto subscribe tnsA Nd
K together with said parties ana ~, ms M 4
y on the day and date set fortn IN
ton hereof. ,x. 10.
,e Witnesses: W. W. sutcline 90
- Klnnf