The herald., 1922-05-04
CHARTER
OF CUDLIPP Betting
AND MACHINERY co, INC.

lana. Parish of Orleans. City of New Or
leans, Re it known, that on this eighth day
of April, in the year one thousand, nine
hundred and twenty-five, Before me, VIII
liam Waller Young, a notary public. in
and for the Parish of Orleans, state OF
Louisiana. duly commissioned and quail
fed. and In the presence of the witnesses
hereinafter named and undersigned. per
sonally came and appeared: the several
persons whose names are hereunto sub
scribcd, all above the full age of majority.
who severally declared, that availing them
selves Of the laws of the State OF Louis
lana particularly Act 267 of 1914 relative
to the organization of corporations, they
do, by these presents, agree and blnd
themselves. as well as such other persons
as may hereafter become associated with
them, 10 form and constitute a corpora
ton for the objects and purposes ana
und"- the articles and stipulation5 follow
ing, to-wit:
ARTICLE 1.-The name, style and title
of this corporation shall be Cudlipp Belt
ing and Machinery Co, Inc. and. under
that name II shall have and enjoy ell the
rights, advantages and privileges granted
by law to corporations, and shall exist for
the full term and period OF ninety-nlne
years from this date. 1t shall have power
to contract, sue and be sued: to make
and use a corporate seal and the same -
alter and break at pleasure; TO hoId, re-
ceive lease. purchase, sell and convey, as
well as mortgage, hypothecate ana pledge
property real, personal and mixed. cor
pOreal and Incorporate; to name ana hp-
point such managers. directors, oHlcers,
agents and other employees as It's interest
| and convenience may require. ana 10 make
| and establish as we'll as alter and amend.
| from time to time, such bylaws. rules
aud regulations as may be necessary ana
eXpedient for the proper man2gencnt anu
| government of the affairs of said corpora
| ton.
! ARTICLE 1.-THE domicile OF this cor
| porstion is hereby fixed In the City OF
| New Orleans. State of Louisiana, and gu
| citations or other legal process shall DC
| served upon the President OF this cor
poration or, in his absence. upon its Sec
| rotary treasurer.
ARTICLE III-The objects and pur-
poses for which this corporation Is es-
| tablished and the nature of the business
to be carried on by 1t are hereby declared
| to be: To do a general betting. mill sup
Jlv and machinery business; TO buy ana
| sell all kinds Of betting, mill supplies.
| road machinery and machinery or all
| kinds; to carry on general merchaholse
| business and buying and selling; to act
as manufacturers and others agents IN
| the buying and selling Of all kinds OF ar
| ticles. both manufactured and unmhhu-
| featured and in process OF manufacture
| to import and export all kinds OF goods
and materials to foreign countries, as Wen
| ms to sell all kinds of goods in the United
| States; to manufacture all kinds OF ma
chinery. merchandise and materials 10
port and deal and trade In manufacturer ;
and mill supplies, engines, boilers, ma
| chinery. tools, machine-shop and eiectri.
cal supplies and appliances: foundry ana
factory supplies and hardware OF al
kinds; and generally to do and TRANSACT
all business properly connected with, IN,
cidental or convenient to any Of the said
objects and purposes.
ARTICLE Iv-The capital stock Of thi,
corporation is hereby fixed at the sum o.
thirty thousand dollars (s30OO0.00). to b'
divided into and represented by thre'
hundred 5000 shares in the sum or ons
hundred dollars (S100.0O) each; said stoci
shall only be issued for cash or in pay
ment of property actually received oil
purchased by said corporation. The capl
tai stock Of this corporation may De In
creased to the sum Of fifty thousand DOL
lars 5O.O00.0O).
) ARTICLE v-An the corporate powers
Of this corporation shall be exercised by
board of directors consisting OF thre
stockholders, a majority Of whom sinai
! constitute a quorum for the TRANSACTION
OF business. The directors may vote II
person or by written proxy In iavor o
another director. The board Of director
shall elect annually from among thei
number a president, vice-president an'
: secretary
The first board of directors shall consis
! of three stockholders, and shall De com
posed Of: w. s. Cudlipp, John S. Finley
: Wendell III. Billings with W. 3. Cuonpl
as president: John s. Finley, as vice
: president and Wendell II. Billings, as sec
| rotary treasurer.
, The post office addresses Of said direc
: tors are as follows: w. s. Cudlipp. 81
TchoupitOulas Street, New orleans, La
John :. Finley, 317 Tchoupitoulas STREE
New Orleans, La; Wendell II. Billings, 81
, Tchoupitoulas Street, New orleans La
These directors shall serve until IN
third Tuesday in March. 1923, or unit
| ,hofr euccaSsOrs have been duly electe
,, and qualified. The annual meeting
i stockholders for the election of director
i shall be held on the third Tuesday
March. of each year, unless said Gay oe
| day thereafter. Any vacancy occurrih
T among the directors by death, resignatio
, | or otherwise shall be filled by election fs
the unexpired term by the remaining 90, u
;. rectors. Each subscriber hereto sets ait'
, his name his post Office address ana
, ! statement Of the number of shares OF stoc
] which he agrees to take in the corporatio
| At all elections every stockholue, sha
, he entitled to one vote for each snare :
stock standing in his name on the Door
{; | Of the corporation, to be cast IN perse
or by his written proxy. A majority
: the votes cast shall elect.
ARTICLE Win the event OF the hqu
J, dation or dissolution Of this corporate
y the stockholders shall elect three liquid
> tors from among their number at a NEE
T ing convened for that purpose, after II
,aan 15l days' written notice sent 10 cav
stakeholder by mail to his last knowa a.
: dress; said hQuidators shall have the a
s thority TO wind up the business ana anai
4 of this corporation. In case OF the death
n liouidator, the survivors shan appoi
a stakeholder as successor TO him.
r ARTICLE VII-This charter may
modified. changed or altered, or said co
. poration may be dissolved, with the asse
J. Of stockholders owning two-tnirds OF !.
r entire capital stock at general meetll
of the stockholders convened Tor Una. Pu
I pose. after fifteen (15) days written n
q tice shall have been given TO sach sloc
. holder. mailed to him at his Fast know
address.
ARTICLE vIII-No subscriber for sto
shall ever be held liable for the CONTRACT
fauIts or debts Of said corporation in al
further sum than the unpaid balance,
any due the corporation on the stock I
. which he has subscribed; nor shall al
= stakeholder ever be held liable for su
. contracts. faults or debts In any furth
u sum than the unpaid balance. II any,
Z the stock owned by him: nor SHAH al
mere informality in organization have I
effect of rendering this charter null,
rendering any subscriber or stockholo
n liable beyond the unpaid amount, II an
a remaining due on his stock.
No stakeholder in this corporation G
7. ever sell the stock owned by him In II
a CORPORATION, or any part thereon, witho
: first offering the same In writing TO
u other stockholders, through the board
e directors. at its then book value. who W
have the first option I opurchase the san
and in the event Of the death Of stoc
J. holder. the right is hereby reserved to