The herald., 1922-04-13
CHARTER.

in exchange therefor its stocks. bonds or
other obligations, and while the owner
! of such stock and tori securities. to eX-
erCiSe all the rights. powers and priNl-
/ legcs of ownership, including the right to
vote thereon as provided by law, and to
aid in any lawful manner, and to sub
scribe, contribute to. subs1dize or
otherwise become Interested in any
/ corporation or CORPORATIONS, projects
works. plants, properties, structures, and
| (Or) operations necessary, useful or con-
, NeEIeLt. in connection with its purposes,
wheTesOeyer located in any and all PARIS
| of the world; and to aid in any lawful
manner any corporation or association of
which any shares of stock, bonds OF other
| evidences of Indebtedness or securities are
/ held by this corporation, and to do such
further lawful acts or things as it may
desire to protect, preserve, improve or en-
| hance the value of any such shares of
| stock, bonds or other evidence of indebted
ness. and securities; and to purchase, hold,
I sell and transfer and deal in generally
shares of its own capital stock in every
lawful manner.
! To sell. convey and otherwise lawfully
| transfer and dispose of its entire property
both real. personal and mixed, and rights
| privileges, concessions and franchises or
/ to other corporations, firms, associations,
Or individuals whatsoever and wheresO-
ever existing and tori residing.
| 1t is the intent that the foregoing
enumeratiOns of specific powers shall not
/ be held to limit or impair in any manner
| the general powers of the corporation and
/ the enjoyment thereof as conferred by the
| laws of the State of Louisiana upon cor
pOratiOns organized Hereunder, and that
each of the objects, purposes and powers
| specified shall be regarded as Independent
| objects. purposes and powers, and be in
| no manner and to any extent limited
restricted by reference to or inference
| from the terms of any other clause of this
or any other paragraph contained in these
| Articles of Incorporation.
| ARTICLE IV-The capital stock of this
| corporation is hereby fixed at the sum
of two hundred thousand $500, 900 O0)
dollars, divided into twenty thousand CO.
OOOl shares of the par value of ten $4,000
| dollars each, provided that the amount to
which the capital stock of this corporation
may be increased shall be five hundred
thousand (S5O0.000.O0) dollars.
Fifty per cent of the capital stock of
this corporation must be subscribed for
/ before the filing of the Articles of Incor-
pOratiOn. The subscribed capital stock
of this corporation shall be payable in
| cash, property, real or personal, or for
services performed or rendered.
This corporation shall not engage in
| business until one hundred thousand
/ $500. 0O0OO) dollars of the capital stock
has been subscribed for and actually paid
in. either in cash, property, or services as
aforesaid; If any of the stock of this
corporation is exchanged in whole or in
part for property or good Will. in that
/
OF Act 26i of 1914 shall be strictly COM
| piled With.
ARTICLE v-An of the powers of this
corporation shall be vested in and exer-
| ciSed by a board of directors composed
of five 90 stockholders, each of whom
shall own in his own right, at all times
| during his term of Office, at least one full
paid and unpledged share of the capital
| stock of this corporation, which fact shall
i be shown by his written declaration. Said
/ board shall have the right at any time to
| Increase its number not to exceed seven
\ ca directors. Said board of directors
| shall have the right to fill all vacancies
on said board resulting either from death.
/ inability or resignation or other cause,
| or because of the increase in the number
! of said board even though no quorum re-
main at the time such vacancies are to be
/ hlled; said board of directors shall be
| elected annually by ballot. at a stock
| holders meeting called for that purpose
| on the second Tuesday in April of each
year Cor the next day If that be a holi.
| day) after due notice given to the stock
holders by mail. at least fifteen 15) days
/ before the date of such meeting. Each
| holder of stock shall be entitled to one
vote delivered in person or sby proxy for
each share of stock standing in his name
on the books of the company, and a ma
! jority of the votes cast shall elect
| Failure to elect directors on the day
above specified shall not dissolve the cor
| pOration, but the directors then in office
| shall remain in office until their success
sors are elected and qualify. The board
/ of directors shall elect from their number
president a yice-president and a secre-
ta-y and treasurer, provided that the
| board may dispense with any of said Of
| fleers and tori may combine any of them,
and may appoint such employees (whO
| need not be members of the board of stock
holders) as they think proper or con-
venient for the carrying on of the CON-
pany's business, and they shall tx the
salaries of all officers, agents anG en-
i no Of hall
have authority to make and establish, as
Well as alter and amend. all bylaws. rules
AID regulations necessary and proper for
| the support and management of the bust
ness and affairs of the corporation and
| not inconsistent with this charter. and
| they shall have the power to authorize the
borrowing OF money and the issuance of
notes, and the executions of mortgages
and pledges, and generally to do all
things necessary for the proper carrying
| on OF the business of this corporation. A
quorum of the board shall consist of not
less than four a. directors.
Until the general meeting of the stock
holders for the election Of directors to be
| held on the second Tuesday of April, 1923.
| or until their duly qualified successors
are elected and installed, the board of di-
Logan, 1913 N. Dorgenoie St. New Or.
leans, La; III. NJ. Carter, 2O21 Chestnut
Street. New Orleans, La; f. c. Carter,
1855 Magazine Street, New Orleans, La.
/ ~ bdutid, tO-f OF. tndTltS ave. New VI
leans, La; A. p. Portas, 1924 st. Charles
Ave. New Orleans, La. OF the foregoing
III. NJ. Carter shall be president, Z. G.
Carter. vice-president. and A. p. Portas
| secretary and treasurer.
| ARTICLE vI-This act of incorporation
| may be changed. modified or amended
| or the corporation dissolved, by vote
| of two-thirds of the entire capital stock
| present or represented at a general meet
| ing of the stockholders convened for such
| purpose. after previous notice shall have
been given in the manner above required
| to be given of the annual meeting of the
corporation.
ARTICLE, Wilt this corporation shall
be dissolved, either by limitation or from
any other cause, it's affairs shall be liqui-
| dated by three commissioners to be ap-
pointed at the meeting of stockholders
convened for the purpose of liquidation
Said liquidators shall remain in office I'M
| I'll the affairs of the corporation shall have
| been fully settled and liqudated and
they shall have full power and authority
| to transfer and give title to all the pro-
perty and assets of the corporation and
| to distribute the proceeds In case of
death, disability or resignation of one or
more liquidatOrs, the vacancy shall be
| filled by the survivor or survivors
| ARTICLE VIII-No stakeholder shall
| ever be held liable or responsible for the
debts, contracts or faults of said corpo-
| ration In any further sum than the I'M
| paid balance due on the shares of stock
| owned by him, nor shall any mere in
| formality In organization have the effect
| or rendering this charter null or of ex-
posing any stakeholder to any liability