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CHARTERS CHARTER. OF SHERMAN BROS. & CO., INC. Si'i. a :, oi : 1 :: i, I .:. I S e oy r'. , y" <, and t he r . I; r .n I, .;c ' I. toh em ev ' ,.. t . . . _u . . - te A ,T . LE. I .-T 'e i.' an:1 fid t. , ti i . t1 nc, an d Aun r jsui l, ic ., cl of; l t shall h, e ~', r aI ' d 1r :!.rlt. . acnl.rct , w te .' C 'I , ,' :. .,i, ;.t .e a ecorporate seal, cte sai .e t . t,-e ,r ltr at pleasure; r: h -.ld, sen, leJse. ",t hr : the c rrt yin i o ~r i ts . l .-i t . .l :tl " ART( cI.E I- -Tea ne aid title , i - conducsr~at ita Ioroe 1 s ar . It : & inc.," an d , L.-d . :1 i 1. It i: , a c, I.' ae found nelityary -'r dIr"I(be ii l te mran agemen t of thin ar.' or: )'art s ·r :l tle'r lall ring on of said u yiniIs. orf; atio shall iv*c , t.cr ( ai -d w r -: clantract. s1i ,oc it, I ie 1 t u-e a aorpornat w e all t st' al and :iyer le .l pro at pleasure; t.r hld, setl. le-,s l. ,-gc in the ac nci.e . ,i te i' e ,,r Irdent II, I:I or mixed, l cal r, it a ith1.:1 A . ..i p:l c , upon the ccarrying l r if r It'sll e : Il akT elect a .--The a te and. ,trltt conduct tor -,ratti'c sh 'c -e .l a el LI.. junch ryrw aw, r anid ra:ll .e:Y, a :l steel rails, and any fithr r artitle s I u: com mterce, yat whtl.,ale ,:1d r1( al, an-d to do beany and all acts nicrtss-ry or itnel entl 'oa of; it esh ll ,,) h er . . :, i'iI.Iry -cC eosary tr the Ii n ql-,ie, e ::l .Ipr,,per . iy the carrying on i and cI l n mt te AR e in the business of buyIng an.if tl ,nr poraLini shall Iu an t t < i. ,Iv .I, N.ew ti: engage whern the alldu lt. ri. c an d lil ipro eof such materials, a lnd t d any : i all tin thgs necessary or inlresient to the ;ao upon the Secrc ary.Treap-urer. ARTI:CLE II .-The cptaJel fstl. .aiIe corporation shall Ie Te "Tho llt II,:.ta a asin valuess of b . l)- lr sar. Iand th"is cI.ir rtju ton shall k com. a guIng coilceri n wi shaleel hrails, aeen suacn ril d are paid for in erce, at wholesquivale antd retail, ad to o ny and all actder shall eve r ie hneld liatle for the faultsrrying ontr acts or debts of this oaforesaid lore{tr andi llbento 1 at ;,l t. en gage in the shares of buying aUn s .elrini reel and ilnoer she ai ally I re nlIormli ty in ogage nian tio n h ave the effect of rendering of such marter al, andor of xpoi any a:u alre mrlder to any liability whrta, dover. t ahings necessary orrinallelt in ciet al,. e ARTIrLE IV.--A the corporate pwrs ofth thi rporation sha ill be vestehtad in and e $er ),ed by a ioard nof iretor s to be c the nar value of $te1rul)Ingr share, and thi:s cr posed of three stockholdersa matorsty of whom A hall constitute capuorit . The of ficers of this corporation shall consbnst of a President, Vice-Pdrento1) and Shcretary poration shall become a going colcern leof fifty (50) shares if its lul caliital tstick hall have been sdireubscrised and pai for in caah, or its equivalent. 'No stockholder shall ever eside held liable dor the faults, contracts or debts of this holdr ration until the shares of stock shall hbscribeave for b hitm, nor shall anay r e informality an organization have the effect of renderinge of ea this charter null, or of expowing any share holder to any liability whatso onver. A h h V-re ofll the corporate pin wers of this corporpration ed in and ex ercised by a Board of Directors to be com posed of three stockholders, a majoity of hom shall constitute a quorf the . The of ficers of this corporation shall consist of a President, Vice-President and Secretary Treasurer all of whom shall be members of the boar d of directors, to-wit: Abraham Sherman, Presid manaement, 1835 Baronne Street. ,Maurice Sherman, Vice-President. 1835 Ba oap tie Street. Jagb Sherman, Secretary-Treasurer, 1835 aron one Street. Aad these directors and officers shall hold their said office until the 10President.th day of une. 119. or until their successors shall have ben duly elected and quali prfied. Thereafter the directors shall be elected canually on the 10th day of June of each year, beginning with the year 1919. All elections of directors shall be by ballot and sac be tocholder shall be entitled to one vote e- the books of the enrpgration, this vote ta be cast in person or by proxy, and it hall rire a majority of the cline tock present or nteai d to elect. STItLE Vof op-The board of directors shale meet and adopt by-laws, rules and .egal-tieas governing the management of the erpration as the directors may see fit. ,ibIKILE VIUI.-The several stockholders fslte nt oa sell, transfer, donate or other --lss dispose of any of the share, or shares. of stoek held by them without offering the said sek to tded, or the corporatioion which shall -ats th right within ten days from date an be df said notice by the President. t'psuesa the said stock offered for sale, ti whale or in part, at a price to be agreed as d at ath meetsaid corporaf the tod the said shareholder, provided that the sahi at said st nownk pos offered for saddr, which valuer sha be deterned to be the vaterme oft the ,aid f ock s it appears on the hooks of the ALICLE Iroration as of that date. After such rrtimon fsol ne corporation decline to puue- t affair hall be elsaited btocks, the shtocareholder shall haveof hm thllight of optio in aidto offer said stock forhe uaid to any other person or persons, fim oth eapo Ston 23 of Act of 191s. ARTILE VX.-This chpp artrs her meby de are that they hredve subscribed tock the fre d Inqmased of shaderesed, or n the proporation m t be dissolved with and their sn tw " da to thof e capital stock p resent or re held for theat propor, after prior notite their writin to e ach stckholder es.maled to i at d one and Passed in my office in the Is tmcrdae presencwith the terms of Acrtert W. 7er At rrite .IX-At th e expiration of thisse whoar, orve atiged the earlier dissolution of this wtp astion foaer any cause, oits affairs shall dh releted by the stckhders, a o whole Wll hold stck in sW. air.d company and thein said Sherammian, 13 rs are hereby vested wyth fall power and authority to liquidate the as fairs of said copany in acordance with the. Sthe T leX.-The appearers hefortgaey . tla that they have subscribed tohat the above and foseog Act ofshares Inorpo the proportionf the i certfy that the ahove and iforn re a toe andll corrnstitute their copy of the ori-ginal gm done and Passed in my officfile in my Notarialhe C of New Orleans on the th day of June Ori the pree. e of lerhert W. Kaiser. so Ma te G. Stein, ompeten t itdar ofe wot e s iogt fne ld these presents, together w thesaid pearers and e, Notary, afd ter a the dpof the whole of t Ttd Witneses: .IW. Kaise, the on. G. Stein. A. Sherman. 13 shares: m. Sherman. lay A. ShLmsan, 2 shares: J. Sherman, 35 shares. a Nar Publi Notary Plifo . t a r the Parisah of O tleans. State od tob do hereby ertify that tehe abovel h ig Act of nw uation of the mat lena & Co.,d, ho was this da deL registered in my office in Book 1222, 8lmnd: EMIILEJ.LEONARD, D. R. ereby certify that the sove and fotL - alug ia a true and correct copy of the o as rad and o file in my Notariale wlrm vill a am CO., xNc. Uitemates of Ameca State . Louls CHARTERS ht:all have power and authority to enjoy .orporste eXisteaice and su ....esion, for the futll term of nintity-nines years. froml :andlll :ifter the da:ltP hereof. to contract, suie .anti h .tled, to it;k, sad i.se. a cor p ,r it" -al . thit , s: tn 0, to a lt* r at it l ip l ar ure: to ., quire ,y gr:antl. gift or other w ie, ht o l, . rer iv.ir t ho yl oth.'a:istl , conllvey. Ibm-.'. well. pl dg. , mortgage, ntit dispose of. l"rolerty rtal. p r . titil and mixed, to -i0i" f.te.otirable bond and notem of th b ·u " h n l ig 'r-. .lg ntl , dire c to r - a ndt o fli - , r " a- t it - l o ,- in l, 's I n te r e -t tu tu i " o n v e n i - etlwr o ft rein uire: tio make and estai. l-h. a w,.ll s to altier anld lnnd. front time to tim n, slh t ly- :ws.- rules l. : d rI egula t iot i for the propler inat:.i menIl t of tihe :tirsof torhrit is corporation. aht the o a lint li t% he n ,I ,- r-si rs a nd p ro per : a. id .o r pi r:tnin .hall have the itght to anrquire. 'ell :and dispose of thl. ..l.ital to ,k of othior c'rporl tionsh and further enjoy and ,.'e r-i:r,- t ll th ,- r hights n:ll i pri lllIeges grlite.id uiindlr the laii sof this Stat.. taHn lilior. t.spe.1 -illy untl r A.%'t t tj7 of the Lou isitlit 1..rn i -iture.- of 191i . Arti. le II.- -IThe objects and purposes fur , his Ih this - orporation is ortilenizeid. ntll the natur- iof the ill i-itO" to le car ri."d on Iv it ..ri h21,reliy declared to lie: T o ." innll l t andl tr.ns I t it generaIl l l lum - l.ter, timber ad lie businest;s to aclquir Icy ipurih isl or otherwiei. town. bty. s.ell. iorl p .tg.g ' :Ind II , :l in .tlll nd in g tini ier l a nd tiii.*.r tlandst . iand to buy, tilt. haiul, drive, kinds Of tltiber and forests prodluts: to bull own improve. hii nill Ic. imortgaige. stil itandi otherwis- e ltal in any anid ill kind- of re.:al alnd per-oni I proplerty. eith .r fotr its.-If, or :ts lrok. r oir ui'-it for others: to acquirne. by Ipurchitse or other Swi-,e. to sell. pledge. a, h;:ngi , and: tother wi,.e deatl it cap;ital .stok-. loands andl other s.-tlnritie. to buiill. , otln trutt it. tquipi . tfrnih o. ii. tirt, ha:l.e, alirter. use. mtortgitge, olerate. deal in ansd sil lo tl. b e rleand ti elets. of all cilasc land decrlpions, pIropelled by sui. stIa lu. ,lt'-tritity, or other powerl atnd alo trans plortation lin..s by land. in any tate or i iontrt: to furnish land ppll y fatilities for antil ttl-o engTe: in the busine of car ri 7 . n" l ranllportation of fr'iglut, cond. war'< and Lalrhan.dise by Iland ior w.ite in any state or coullntry. or upott the high seta. to fiurni.h fa- iliti.s for anid ti'tagl ' i tn Iiti " iu -in ,'.e lo f to w in g a n d lit ,rat e ipOrlt the o-itn land other waters; :sti. glel lly, lle . tt do t ail tr.ll- t t: i ity other Iuiinu .s incidental to or conneht te with the calierl objiit, itof this tortportion lis hcr,.iliove -t forth. a- the Board of I air,.tors maly eleti t or determinie. Artie It. Il. 'The 'l p tl stuo k of this orporiation is herebty txed t the sumin of fifty thousall d dollar. $5t-i.K)tl.Oiht, to l ie represantted bly live hundlred (ti#. shares of the lpar value of one hundtired diollars (alit11.)l each The alpital stoitk of this corporation shall u., ipayable in such in tallmenits. and under such conditions its the liorid of liiretors may determine. The Espital stock of this corporation shall only Il- Issiitl for cashli or for services reindereda, merclhandis. property or other vtluslh consherations. aenurilng to this ncorplioraton. t ordile to the exaclsivu judgmeniet and ndingfl of the Board of itirectors thereof. This corporation shall lie a going concern and authorized to do bunsiness. tas soon as fifty (50) per cent of the authorized capital shall be sub sibrhed for, and at least fifty (50) percent of all stock so subscribed for shall be paid for. The eapital stock of this cor poration may be inreased to five hun dred tihousand dollars ($500.000.00). Article IV.-The domicille of this cor poration shall be in the City of New Or leans, La.. where all nmetetings of the stockholders of directors must be held, provided that with the written consent of all the directors, valid nmeetings of the directors may be held outside of the of th state. or within the state. elsewhere than at its domnicle. Citation shall be served upon the President, or in his absence or dis ability, upon the Vice-President, and in the absence or disability of the latter up on the Secretary. Article V.-All the corporate powers of this corporation shall be vested in and exercised lby a Board of Directors, four in nutmber, all of whom shall be stockhold ers, to be elected on the third Monday in June of each year. commencing with the third Monday in June in the year 1919. with the understanding that the first Board of Directors selected by the stock holders and named in this charter, as well as the first set of officera, as hereinafter named shall hold office until the third Monday in June, 1919. or until their suc cessors have been elected and qualified. After the election of said Board of Di rectors, as herein provided, there shall be elected by said directors from their num ber, the officers of thia corporation, which are as follows: 1st: President, 2nd: a Vice-President, and 3rd; A Secretary and Treasurer which last two offices shall be combined in one person. The Board of Directors may name and appoint an As sistant Secretary, who need not be a stock holder, as well as to appoint other agents and employees, who shall, respectively. have such power and perform such duties as may be prescribed by said Beard, and who may be removed at the pleasure of the Directors. The Directors shall have the right to fill all vacancies occurring in their num ber, whether resulting from death, resig nation, or otherwise. The first Board of Directors, and the officers of this corporation shall be the following, and which said Board of Diree tors and officers shall serve until the elec tion to be held on the Third Monday of June, 1919, or until their successors are elected and qualified. The addresses of said director and o ers are set oppos ite their respective names: WUlliam J. Foye, Presldent, address: Omaha Nat'il. Bank Bldg., Omaha, Neb.; Frank J. Treks, Vice- President, address: 10219 Maison Blanche Bldg., N. O., La.; Herman t. Schroeder, Secty-Treas. address: Omaha Nat'I Bank Bldg., Omaha, Neb.; Guy V. Furay, Director, address: Omaha Nat'i Bang Bldg.. Omaha, Neb. Article lVl.--The annual meeting of thie stockholders of this corporation for the election of directors shall be held on the third Monday of June of each year, com menctng with June. 1919. until which time the oricers and dIrectors named in this charter shall continue in office, or until their successors have been elected and qualified. The election for said directors sAhall be by ballot, and the majority in amount of the stock voting, shall elect the pernons for whom they are cast. Each share of stock voted upon to be countel for but one vote. Said stock, shall not be entitled to cumulative voting. The ltoard of Directors shall give at least fifteen days notice by mail of the election of said Directors. and shall ap point one or more stockholders to preside at such election. Any failure from any cause whatsoever to elect directors on the day named for that purpose shall not dis solve the corportlon. but the directors and officers then in office shall hold over until their successors are chosen and Squallfied. SArticle VII-No stockholder shall ever be held liasble or responsible for the con tracts, faults or debts of this corporation. nor shall any mere informality in its or ganisation have te effect of rendering this charter noull, or of exposing its share holders to any liability beyond the un paid balance due on the stock owned by thenm. I Article VII.-The namea and postoffice addresses of the subscribers to these ar ticles of incorporation, and the numbear of shares of stock subscribed by each are as follows: Wm. . Foye, Omaha Nat'l Bk. Blder.. flmaha, Nebraska. 247 shares: Frank 3. Treka. 1029 Malson Blanche Bldg., New Orleans. la. 1 share: Herman R. Schroed er. Omaha hat'l. Bk. Bldg.. Omaha. Ne hraska, 1 share; Guy V. Fuor y. Omaha Nat'l. Bk. Bldg., Omaha, Nebraska, 1 share. Article IX.--This charter may be amend ed. altered or changed, at a seil meet lug of the stockholders call br that purpose, after ifteen days notice by mail has been given to the stockholders of re. ord, by a vote of two-thirds of all the out standing capital stock. Article X.-Thi corporation may be dis solved, by the vote of two-thirds of all outstanding stock, and upon complying with the requirements of Section 28 of Ait 257 of the Loulsiana Legislature of 1914. and In the event of such dissolution. Ilquidators shall be named and appointed with all the aecessary powers and author iThus done and passed in my office, on the day and date, first above written. in the presence of Messrs. Edgar M. Caha and William F. Coakerton, both compet eut witnesses, domicilated in this City. who sign these presents together with the parties, and me. Notary. aftt a due read ing et the whole, the parties hereto afix ing opposite their respective names their respective subscriptions to the capital stock of this corporation which shall eon stltate the original subscription list of all stock subscribed in the corporation. (Original signed). Wc. J. horo pee derman R. reeder, 347 shtare; Gay V. Furay, per Hermna R. Schromder. 1 share; Hermia R. Schroeder, 1 share; Frsank J. Treka 1 share. Witnessee: Edgar M. Cahn, Wa. 1. Coskerton. TUDODOE A. SCHUBERa Net. Pub. CHARTER A true copy of the original. (Seal) TIIEODORE A. SCIIUBER, Not. Pub. Jun 13-20-27-Juy 4-11-1S CHARTER OF THE NATIONAL SALE% COMPANY OF LOt l.sIANA. INCOPORATEID. State of I.ouisiana. Parish of 4 rblans. I;e it known that on this 17th day of the month of .May. in thb. year one thoui ,and nine hundred :and eijhtfeen, 4 tll , ,,.tore sae, Frantk William ilart. a Notary Public duly cotlnmi-iioneid and qualitied in ,and for the Parish of tirleani-.. 'l.ite of L.ouisiana. therein residing. in the pr.e> Inorl of the witnesses hereinafter tnamed! andil undlersignedl Personally caimeall nd apipeared the sev eral pries wo5 ulnill'S arei hereuiito -uil.tscribed. who .severally declared that. i1ailinii thli.n.elvest of the beiiint :iiiand provisions of the I' on'ti it ioon of ithe St:te of Louii:ilna and of the lists of sa>id lStalt'' reliatiie to the orgaizatintl of icoiirpora tions. and liiparticularly iof lie pro istions of .Att No. S67 of the. I in.,ral .Assembly of the State of l.ouisiaini: for the year 1914. they have orcanlizied thlle i sl.s, as well as all sl-h other plersons who iat:y here alter join or lbet.mlll' assoI.iiteid with thalrn or thllir successors. into a stock crporla tionll for the oibjects and tinpurposes and un der the ctovienallts. stiluliations and ugree ulnent followinig to-wit: Art lIe I.--The namilile and title of this corioration shall Ihe "The National Sales Comlilpany of Louisiana. Incorporated." and under and lly s:till itnllii. unless soonni.r dli solved in aiiccordlsance 4with law and this charter, it shall exist iand colntinue. and -hall halive anld uenjoy ciorporate existencel anld SIIcessie.on for a Ipriod of ninety-ninie lir.t years fronm and after the date of this ict. It may have. hold. receive, borrow, Ienld, exc.hange acquire by grant, gift or ipurchase, devise or ln,-luest, sell. alienate. ii-pose of, convey. lease, pledge, pawn,. hlyplothe'ate encumberllllr or mortgage proip ertsy of any kind. whether real. personal or uiied, ci'orlporeal or incorlioreail, imov ablle or iliutllbitle, all subject to such ntiitlations as may be pirescrlt i by law. It limaky Imiake. irsue and inldorse bonds or Illote 1Iandk other evildence's of do-lt. It mniay ac'epltt iimortgages, pledges. or other forms of seculrity for monley loaned or other :ldebts. It ilmay contract. sle and be sued, plead or t.. impleadeild by its corporate Ia:mine in any coulrt of ionmlleteint jurilsdic tionl,. It mnay maike. adopt and use a -cor lprate seal and alter the samllie at pleas uire. It mlliay hold stock in other corpora tiots. and its capital stock may be issued for capital stock in other corporations. It Iimay nam, apploint and elilltloy such mall age.rs, directors, officers, agenits and other emploiyees as its said business and con venielnce may require, and may lix their comlpenlllsation. having due regard to the nalture, character and value of thieir ser vices. It may make and establish by laws, rules and regulations not incon sistent with this charter or any existing law, tixing or altering the mnanagenment of its prolperty, the regulation and govern Ilenllt of its affairs, and the manner of the certification and registration of its stock. It mIay wind up and dissolve itself, or be wound up and dissolved, in the manner prescribed by law. It may conduct busi ness in this state. other states, the federal Iistricts, the Territories and possessions of the United States, and any foreign country. It generally shall possess all the powers, rights, privileges and immun ities which corporations are and may hereafter be authorized to possess under the Constitution and laws of this State. and particularly under Act No. 26i7 of the Acts of the General Assembly of the State of Louisiana for the year 1914: and it 'ihall have the power to invest its Board of Directors with all of its corporate pow ers, subject to such restrictions as may be named in the charter. Article II.-The domicile of this corpor ation shall be in the City of New Orleans, State of Louisiana, and all citations or other legal process shall be served upon the President. or, in the event of his ab sence, upon the Vice-President, or, in the event of the absence of both of said of fleers, upon the Secretary-Treasurer. Article II.-The objects and purposes for which this corporation is organized and the nature of the business to be car ried on by it are hereby declared to be: to buy, sell, and generally deal in any line of merchandise, at wholesale or re tail, as manufacturers' agents, district representatives, sales representatives. brokers, or otherwise ; to engage in the general manufacturing bus iness; to buy, sell, repair and generally deal in automobiles, automobile tires, and automobile supplies and accessories of all kinds; to buy, sell, and generally deal in stocks, bonds, and real estate, either as principal or as broker; and generally to do all and everything necessary, conve nient or proper for the accomplishment of any of the purposes of any one or more of the objects herein enumerated or inci dental to the powers herein named, or which shall at any time appear conducive or expedient to the benefit or protection or business of the corporation, with all the powers now or hereafter conferred by the laws of the State of Louisiana upon corporations organised under the act here in referred to. Article IV.-The capital stock of this corporation is hereby fixed at the sum of twenty thousand (10.000.00) dollars, di vided into two hundred (200) shares of the par value of one hundred ($100.00) dollars each, which capital stock may be increased to the sum of fifty thousand ($50.000.00) dollars. All stock shall be full paid sad noe-as sessablo when issued; shall be represent ed by certificates, and shall be personal property. No transfer of said capital stock shall be binding upon the corporation, un less made upon the books of the company, in accordance with such rules and regula tioens as the Board of Directors may prn scribe. Article V.-AII the corporate powers of this corporation shall be vested in, and the management and control of its af fairs shall be exercised by a Board of Di rectors, consisting of not less than three (3) and not more than five (5) stockhold ers, the majority of whom shall consti tute a quorum for the transaction of busi ness. The directors shall be elected annually by ballot, at the annual meeting of the corporation which shall be held on the third Monday in January of each year. At said annual meeting the stockholders shall first, by vote fix the number of Di rectors for the ensuing year, provided the said number is not iess than the mini mom, nor more than the maximum here inabove fixed, and after such number has been fixed, then said stockholders shall duly elect said Directors. The Directors thus elected shall con tinue in office for one year, or until their successors shall be duly elected and quall fled. Each stockholder shall be entitled is person or by proxy to one vote for ev ery shareof stock owned by him. All elections shall be held under such rules and regulations as may be prescribed by the Board of Directors. The failure, for any cause whatsoever, to bold the annual meeting of stockhold ers, or the failure to elect Directors there at, shall not dissolve this corporation, but the Directors and Oficers then in office shall remain In office until their successors shall be duly elected, qualified, and in stalled. The Board of Directors shall at its first meeting after being elected, nominate out of its number a President, a Vlce-Presi dent, a Secretary and a Treasurer. The offices of Vice-President and Becretary and Treasurer, or any two of them, may be combined by the Board and held by one and the same person. Neither the Seere tary nor the Treasurer need necesasarily be members of the Board of Directors. Said Board of Directors shall have the right to appoint and dismis suach clerks, managers, and other employees for the corporation as said Board may deem proper, and to fix their salaries and com pensation, with term of office and with the right to dismiss them at pleasure. Until the first annual meeting of the corporation, to be held on the Ffrst Mon day In January, 1919, the following shall constitute the Beoard of Directors and Of ficers of this corporatlon: Ludwig F. Loeffel, 1311 8t. Charles Ave nue, New Orleans. La.; John J. Blijden steln, 1415 Burdette street, New Orleans La.; Gustave P. Loelffel. 2201 Peters ave nue. New Orleans, La., with Ludwig F. Loetel, President, and John J. Blijden. stein, Vice-President, Secretary and Treas urer. Article VI.-No stocLkbolder of this cor poration shall ever be held liable or re sponsible for the contracts or faults of this corporation, in any further snm than the unpaid balance of stock for which he has subscribed, nor shall any mere i formality in organisation have the effect of rendering this charter null or of ex posing stockholders to ay liability othel than as above provided. Article VII.-This charter may be amend ed, and th eapital steoh of this corpora tion may be increased or decreased ot this corporation may be dissolved, in the methed and mammu r peoe by law. Artile VIII.--The n of Lud wig F. LAeole to Itty4-twl (i shares the capjal stock of this eorporation, and tie m rptien of John J. Blhideaste to L .-thurfe ) sharea et tho oaphn] Nef tra Ii levse by the mp- id dimesg 1. f dnd ad mM John J. eateln all io the mets, illdin th * wi, the Netal seai o om CHARTER which said assets are appraised by the l above namned Bloard of Directors of this I corporation. at the sunm of ten thousand. 1 lirye hundred ($lo.0tI).Oti dollars. And the officera of this irporation are authorized to i-st. to saiH I.uda ig F. l.oeffel. fifty-two (.:2) fully paid shares oif thte c.apital stock of this corporatione. and i to John J. Illijdenstein tifty-thir ,- t : 4 i , sh:ares thereof. iin payl.3 tt for tran-f.r of s:ld aets and god good will to this corpora tion. .rti-I. IX. The sulbL-ribe.rs hier-to Ih:tLa r.sp"-.-tively writteln opposit the.ir Inotie their post fli a addre ..,s and the :ittloinllt of the capital stock of this lii rportion t I for whii.i'h they have inhcribid.l, -o that this Act of l.-orlporat:ion itmay .setr also. is ill original t-ubs. ripti o list of this clorporation. in acolt. rdl , al wlilt th ptro vii iont of A.-t No. il;7 of Pill. Thus do"ne and pied in my office itn the t'ity of N.,w ilrlei·i,. onl the dl Lmolith. and y. ar fir-i aiove writt'en. in the pr-si'e otf W. o . I iurrlti and .tar caret M0l. r:th. riietln t willtnesi., a who hitave here nto ined th. itr n:lm-es iwith ti. said alpearers and it.h , Notary, aft.er die radilng of the whol,,. (,itnidi: L. F. l.oOffel, i1l 1 t. 4hirbles Ale.. New Orl.an-S J. .1. lBijlet-ntein. 1411 ihnrdltte St.. New lrl.ans; Iin.. i'. .Lo.f fel. 22011 lPeters Ave.. New irl.-ans. Witne.-es: (iciedl): W. L.. itourrege, Margaret McGrath. (jignll-di FIIANK 1M. II.ART. Not. Pub. 1. the undersictn.d l.tcordt.r of Mort iages, in and for the Parilsh of IOrleansi. State of Louisiana. do he.rey certify that the A-t of Incorporation of tlie National Sale. I 'ontpny of Louti i:nlii. li.tIorplorated wali this day duily re.ordedil in mny office in Book 122. folio :IA Ne.w Orleans.i May lsth. 191c. (Sipned)l EMIE J. l.iºINAlllI, Dy. ItR. A trie copyll of the original charter of the National Sales Compttany of Louisiana. Incooprated. SSeall . iSiticnedi FRANK WM. IIAltT, Not. Pub. May 23-30 Jun 6-13-20-27 CHARTER (OF Mlot NT-BGOMEiR (OMi'ANY, INC. Stite oif Louis :inna, PIarlh of irianlls. ( ity of Netw O)rl-ans. Bt' it known tlhat on tthe loth day of the mionth of My. in the year otf titr ILord. one tihousa:nd. nine htundred and .ith , n t. iefore te. i'h:rlb-s F. l-'letchiti I cr. a Notary Publlic, duly commnlissiioned iad tualiti..li. in and for the fity of Nlew erl.ans . State of Louisiana. thetrei re iain., aid in the prt en-t.e of the wit nrie. hre inafteir ni .ed anld ltdersignted, ltlersonally caet alnd appeared: Thle several persons whose nrlles are hereunto substribed. all of lawful ie aind Ill re.si.dents of the ( 'ity of New 4rir:lt. State of Lotuishilna. and. availing theii selves of the laws of the State of Louisi anila and particularly of Att 267 of the I;.-nral Assemblly of ithe State' of Louiil ana. for the year 1914. relative to the or aniization of corporations. state that they hiave covenanted and reed aind do here by covenant and agree to fori theait lves, :is well s suclh piersons who may le.-otte associated with theoin or sutCCeet.ld then., in to a corporation, for the objects and pur poses and under the following Artihlets. to-wit: Article I.-The name of this corporation shall be "Mount-iontier Compnany. Inc." and uniider said corlorate naie. it shall have succession for ninety-nine years. nn less sooner dissolvede , and shall have pow er and authority to contract. sue and lie sed; to make and use a corporate seal. the same to alter or break at pleasure: to make all necessary rule.s and regulations for its corporate management and con trol: and it shall have and enjoy and njoy all the rights, privileges and immunities which are now conferred upon or nmaiy le here after granted to corporations of the same kind and character. Article Ill.-The domicile of said corpor ation is hereby fixed in the ('ity of New (irleans. 8tate of Louisiana. and all cita tions and other legal process shall be served upon the President of said corpor ation. and. in case of his absence. upon the Vice-President, and in caset of the ab sence of both, upon the Secrietary-Treasur er. Article IIlI.-The objects and purposes for which said corporation is organized are herby declared to be: To lease and sub-lease lands of every description and to improve thethe same for general or spe cial purposes; to operate plantations of all kinds, and to lease the same; to raise and deal in agricultural products: to en gage in and conduct a general merchandise business, both wholesale and retail, in the State of Louisiana or elsewhere; to pur chase, breed, sell and deal in live stock of all kinds: to build saw mills, grain eleva tors, factories, warehouses, and to operate same; and to construct and operate switch tracks and railroads in connection there with: to establish and operate barge and boat lines; to acquire and hold, by pur chase, lease or otherwise, property real and personal, and to sell, lease, mortgage. pledge or hypothecate the same: to bor row money, to draw, make and indorse bills of exchange and promissory notes and issue bonds; to sell, assign, transfer, mortgage, pledge or otherwise dispose of bonds or other securities or shares of cap ital stock in any other corporations, whether foreign or domestic; and, gener ally, to do any and all things incidental or germane to any of the objects and pur poses above specified. Article IV.-The capital stock of said corporation is hereby fixed at the sum of twenty thousand dollars ($20.000.00), di vided into two hundred (200) shares of the par value of one hundred dollars ($100.00) each, all of which shall be com mon stock, and the same may be issued for cash or in payment of property or services actually received by or rendered to the corporation. The parties hereto declare that they have subscribed for the number of shares of the capital stock of the corporation set opposite their reslpective names, so that this act of incorppoation shall serve as as eriginal subscription. Chauncey French. a subscriber to one hundred (100)l shares and C. B. Mahaffey. a auhbcriber to ninety-eight (98) shares of the capital stock of said corporation, have conveyed, transferred and delivered to the corporation. in full payment and liquida tion of their respective nsubsriptloss. cer tain personal property as shown on the memorandum filed herewith, giving the location and detailed. itemised deecription thereof. together with a statement of its value as appraised by the directors of the corporation. SNo transfer of stock shall be beinding I upon this corporation unless made and re-'ordt'd upon its books. o The amount to which the capital stock of said corporation may he increasled is - hereby fixed at the sum of one hundred thousand dollars ($100,000.00). Article V.-AII the powers of said cor I poration shall be vested in and be exer cised by a Board of Directors, composed of not less than three shareholders, and a majority shall constitute a quorum for ,the transaction of all business. A majority of the Board of Directors voting, in person, shall be required to pass Sany resolution or adopt any by-law, which Swhen so passed or adopted, shall become avalid corporate acts. The Board of Directors shall be elected annually, at a general meeting of the sharciholders, to be held on the drat Mon day in January. 1919, and on the same day and month in each succeeding years, after ten days written notice mailed to each shareholder at his last known ad dress appearing upon the books of the corporation, unless-such notice be waived in writing by all the shareholders appear ing as such upon the books. The failure, however, from any cause, to hold the annual meeting of the stockhold ers. or faliure to elect directors thereat, shall not operate the forfeiture of this charter nor impair the corporate omanage ment. but the directors and oticers then nla office shall serve until their successorsa have been duly elected, qualified and in stalled. Any vacancy in the Board of DI •rectors shall be flled for the unexpired term by the remaining directors. The officers of the corporation shall consist of a Preaildent, one or more Vice Presidents, a Secretary, a Treasurer and a General Manager. The offices of Secretary and Treasurer may be held by one and the same person under the name of Secretary-Treasurer: the offices of President and Treasurer and Vice-President and Treasurer or Vice President and General Manager may like -wtee be combined under the sames of - President and Treasurer. Vice-President and Treasurer, or Vice-President and Gen eral Manaqer. Article I.-The Arst Board of Directors and officrs who shall serve until the an t nal mh lan to be held on the first Mon Sday in January, 1919, shall consist of: SChaunct French. 10 Audubon Blvd., New Orleans. who shall be President: C. B. Mahaffey, Port Gibson, Miss., who shall Sbe Vice-President and General Manager; N. G. Rogers. T740 Belfast St.. New Or leans, who shall be Secretary-Treaesrer. Article VIL-This act of incorporatio Smay be changed, altered or amended, or this corporation may be dissolved by sad with the consent of the holders of two thirds In amonet of Its then eutstanding sbylai. e te i I wi ~oged csLM llil ~ k · lli ~ CHARTER cteneral mn.ttlini of sharehohlers convened for that iurlpo,-' aft.r notie as above Irovided in this Arti'I.'. ani the.y shall r.i.ain in offi-e until the :atairs of the I corportiin ::all haste bee.n fullly liquid .. d ;: a nin ill .a me o f th e , d I.: th o r d i-: h il Sto :t oi f one' or nior. of ti. .aid lli inl ..' or n " il ith ith. tri - of tSection of A.% t "2;: of ]tll. \rti, Ill. No ht:ir.i oldlr of thi r..lri l t, fll tll he . lntr:twt or fuilt Iof i -tock own t l byI hie m nor .hall any r i f Irenid iti tie trtanz .t ion have :iot'r rr. ularity in the lor.inization hiave till' eff'.t of rendrini any s..hareholder li :il. as a ipartner. Thius done and po--ed. in my office in tin. City of New trl.aniS. otn the day. ttonth -ti l year herein tir-t abilove written, in the piresence of .M.-i.iurs. Iturt IV. henry and Itoy Will. clnliwtiont wit Il i'i. w h o hl tr n.iiiito li in t h .ir n a til 's with thi' -aid apllpiarer-s ttid noe. Notary. after rsading; of the whole. anti the stitd lpp.1.rrs hliav'ien hetreito l Zu' Oi>. til Oltt' th.lr n en's tihe nubiel."r of shItres of stock of tlit- 'orporlition soult.,rittet for blv thien. i r. rti. ih. lin .Attllittioti Boiulevarir . New rla'iii. La.. 1451 slihare;: '. It. . ahaffey. Port 4 t; b n. .Mis , 14x shares: E . G . tot: -,r'i. 7740 lttlfast St., New Orleans, La., 2 i.ihares. \1Witn.-.es lTirt W. Henry. Roy Wille. I'll.\1 . F. I.I:Ti'IllNIIERt. Not. Pulb. 1. the undlrsigned, Iteordh'r of Mort . Iae"-. in tutnd for tith" I'arirh of Olrleints. State of l.ouitsian:, ido herieby certify that the above anIi for.goinig Act of Incorporrii tion of thel Mount-i onier I'oml uny. Inc.. ias this iday duily recorded iln ony office, in Iook 1219. Folio 7)0. Ne-w lirlt:in I.a.. May 14th. 1915. aii:te.dir EnIIi.L J. i.E-INA:IuIL, liy. R. A true Copty. ! e al l I'lt . F. F LETiE'Nlll ER. Not. Pub. May ;23:0 Jun 1-.13 it0 CHARTER. :f. t','o -., r .. St c. f . 1 tr l. o' tu i' o f .It-:can s (-:O )' \ c. . le :t I.' . 'hit . ' t:o F aur: t y i of 'r re th: lf Jui e. ain t'e car .,..e iti.: :tiu lrct ii A i;:i','e. ei-ri r ". c Andlrew \ l. i ui iunatrit. a N It n : t",1 f r (he- l.arish of 4)rleans. Stite i t I., -iomn 1. :herein re d ing, personailly came and appeare. the perons whise name- .c-e hcrcu' t' sat" ei ' , who , hc, ared thait*, ava: rig thems elves of the provisions 05 i the hiws ",f thi state relative' to tihe or,ran zati, : rprati :s. and iore par:ular.y Act No. 37 of the e Gneral Assem'ly of tits Statei. apprved July 9. 1a 14. they have ",vc t ea'd .1,l agree d aid I. 1 y :l hese pre.tnt. c ven:ant and agree, bind. fori and cn-a stitute thermselves as well as s:uch per-ons who m iy hereat'er join ,r become atssocated whith them. into a corporaion and body poll tic in law, for the objecsn and purposes and un ler the agreements and stipulatio, ns it :ow 'ng. t,-wit: ARTICLE I.--The name and style of this cor. ratoion shall 'e: "Liberty Machine and Velding Company. Inc.' and under that name it shall have and enjoy all the right-. advantages and privileges granted by law t carp .rations; it shall exist for the period of ninety-nine years from this date; it shall hive p.ower to contract, sue and .be sued in porate seal; and the sanme to break or alter at pleasure; to hold, receive, purcha-e, con vey, mortgage, hypothecate or pledge prop erty b th real and personal; t, borrow money; to issue bonds, notes and other obligations nsegutiable instruments; to have and em ploy such managers, directors, officers, agents and other employees as the interest and cn venience of said corporationi may require or demand; to make and establish such by laws. rules and regulations for the corpo rate management and crntrol of the affairs of the corporation as may be deemed neces sary and expedient. ARTI ICLE l1.-The domicile of said cor poration shall be established in the Ct:y of New Orleans, State of Louisiana, and all citations and other legal process shall be served on the President, and in his absence on the Secretary-Treasurer. ARTICLE III.-The objects and purposes for which this corporation is organized and the nature of the business to be carried on by it are hereby declared to be to conduct a general machine foundry and repair shop, em-oracing the manufacture and repair of machinery and work of every description; to buy and sell at wholesale and retail all kinds of Mill. Machinery, Plantation and Marine supplies, including Engines, boilers. fittings. etc.. and everything incidental there to; and generally to conduct any other busi ness, undertaking or enterprise connected with or incidental to the said objects and purposes. ARTICLE IV.-The capital stock of this corporation is fixed at the sum of Five Thousand Dollars ($5,00000), divided into fifty shares of the par value of one hundred dollars each. All shares of stock shall be full paid and non-assessable. No transfer of stock shall be binding upon the corpora tion unless made upon its books, and all certificates of stock shall be signed by such officers as may be designated by the Board of Directors. This corporation shall have the right to increase its capital stock up to the sum of Twenty Thousand Dollars ($20,000.00) to be divided into shares of one hundred dollars ($100.00) each, provided said increase in the capital stock shall have been authorized by the stockholders at a meeting to be held pursuant to the provisions of Article V of this charter. ARTICLE V.-AII the corporate powers of the company shall be vested in, and the man agemennt and control of its affairs shall be exercised by a Board of Directors composed of not less than three nor more than five stockholders. A majority of the directors shall constitute a quorum for the transac tion of all business. The directors shall be elected annually by ballot, by the stock holders, on the first Monday in January in each year. Each stockholder shall be en titled in person or by proxy to a vote for every share owned by him, and all elections shall be held under such rules and regula tions as may be determined by the Board of Directors. after fifteen days notice by mail of such election shall have been sent to each stockholder at his last known address. The directors thus elected shall continue in of fice for one year. or until their successors shall have been duly elected and qualified. No failure to elect shall be regarded as a forfeiture of thi'. charter. Any vacancy oc crirring on said board shall be filled by the I remaining directors for the unexpired term; I the said board shall likewise elect the ad ditional members in case they should deter riine to increase the number of said board. SSaid Board of Directors shall at its first meeting after its election, nominate out of its number, a President. a Vice-President, and a Secretary-Treasurer. who shall also serve until their successors have been duly elected and qualified. ARTICLE VI.-No stockholder of this cor poration may offer for sale, sell, assign or transfer his stock in this corporation with out giving to the other stockholders twenty days prior notice of such intention, which notice shall be given in writing to the President of the corporation and shall by said President be immediately made known to the Directors of the corporation, and the other stockhelders shall have the privilege of purchasing said stock at the book value thereof. said privilege to be exercised with in thirty days from date of delivery of said notice to the President. ARTICLE VII.--No stockholder shall ever he held liable or responsible for the con tracts, faults or debts of said corporation, nor shall any mere informality in its orga nization have the effect of rendering this charter null. or of exposing a stockbolder Sto any liability beyond the unpaid balance due on the shares owned by him. ARTICLE VII.--This act of incorporation may be changed, modified or altered, or Sthis corporation may be dissolved, with the I assent of the stockholders owning two-thirds of all the stock of the corporation at a Sgeneral meeting convened for that purpose,. and after at least ten days' written notice of this meeting has been given through mail Saddressed to each shareholder at his last known place of residence. In case ofdis sIolution by the expiration of this charter or otherwise, the stockholders shall elect three liquidators from among their number, to liquidate and settle the business and affairs of the company. In case of death or dis ability of any one of said commissioners or liquidators, the survivors or remaining li Iquidators shall appoint a suceessor to hih. The said liquidators shall have full power to n'meet and act under the by-laws of the cor porition and under regulations to be made by a majority of said liquidators; to fix the price and prescribe the terms of sale of said property and the manner in w'ich the sale shall be made, and take notes and bonds, rsecured by mortaye or therwise, for part r of the parchase price for all or any part of said property, provided, however, that I the rights herein conferred upon the liqui Sdators may be modified, cdaued or denied I by a majority of the shares of the capital I stock of the eoporati.. The sid Hiqui&. tes shafl aro authority o se fer and rsecs the dhts ad a sprty In the name Fltluimir tle h ei- I~ 14 'mu k,.rt L· i CHARTERS ., er f hic r a" . iri t 11 I : i I I; ' i II 1. ' 1i .,ng : e; ,I: ; I I ir.- , Irr I E n Iry \ .- I ( .':,u, ', " I , - D rill l 1,. t L !. . . , I1 1 I 1' - ; I tiel . , , . nt . .e , ,,,. I MI": ' \ :v- . I : 1 1 I t Tw: . ' ." ,t e .er Al 'i - w ill er. r ....t r . .rn er rtr I hr 4 ..on t sec. . :A " m 5'" IV, a j, 1 ., rJ -: I:i f 1) ie t. : A e. I ytr' l)- A. Ca" l 1.: , t. '\ rh r, "A:". il lhn A R en.er e a I'r -.l, tS h :; S',e a1 Secetary-Treacirrr. Th iI )RE 'I u .e it :l v n t al .fI . f:, e : o h a:hr pe -o l pr M ,ey A. fco . :, - I ph L, i , Jrt. ,r, kE: , ::neA . Rns w 1 ;I .eta M A e.! er. l'sr L-MI t. r"':: ' .m.'I. R : , 12 : hare';: L,:,s Fa'bacher. .e ANDREW Mi. lC' ' MANN. Not. l'ut b Sthe wlndstorm i ason is a bad time Ii touch d n li \ :n g 'r .In , Wa, Lay an embargo on none, l. entials ad speed up war work. Proteer windsto breeds cla bad time and must be sternly put down. Radishes have the punch, but pota tees have the staying qualities. If you're fond of water sports get in the navy and hunt submarineel Commandeer the woodpile and the ax-burning coal is burning freight. A German name cannot always be helped, but a German character can. Whatever the enemy can put over under the name of socialism he will. Our boys in France are busy writing a glorious chapter in freedom's book. The war department wants $400. 000,000 more for big guns. Great guns! If you cannot help otherwise, talk about the need of bailding many more ships. Our pacifiste would tame a rampag ing gorilla by slapping him on the wrist. Some of these pacifists may think the goose step to a pretty way to walk. The only objection to hanging spies is that the punishment is not severe enaough. Some men have a wonderful turn for orrectlng one blander by committing another. The home patriot will soon be known by the kind iof thrift garden be keeps. Kerensky is giving a clever imitatlom of the man who pulled the hole ri after him. Old-time race track followers should dig up their binocalars. The navy needs them. Countenance no slacklng if ysa would minimise losses among our boys at the front Most Americans are good chker. players; and those in the trenches are expecting to take a king. It'sr all right to save daylight, but what can your buy with it after you have got some savred up This war is going to do more to de. stroy hypocrly and lying than a dosem millennaums of sermonizing. A partnership between bhes ad hose will do much to make the wa garden 100 per cent edicient The war is costing us a billion a month, and it looks as i we woald soon be getting about that much oat et It. The tact that Germeua prisonere vio late their parele is one easily dealt with. They should not be granted QUALITY BEER THE FAMOUS 4-X EXTRA FINE Old Lager layer asd Eetlei @sIVS he IThs Orls Brtwlne h. USw eaLease LA. 8te hyors n-yngta e- He also serves who not s but spends. Make your q:uarters flghtl Thrift stamps. Fortunat.ely tlere is no radish famine. UW Shiaps tl!: t I the w have got to, %%;! !t. w You do ry,r !,!t on wheatle by not eating a bit. Every ran ran ,e the his own war Krden. Justice her-by ever takesl 0 ble to be sIe tacu'jr. When sonmething seems think of the trra'ches. Low show'o are hearing the 1 the merry springtime. There is ,,r.ly one issue that ti winning the war. You can take a poke at for the small sum of 25 eeat IS Thrift stamp! It is a patriotic act whena y tie mallcious gossip that has na dation in fact. Somebody is always blamla body in this world, which mlakL the pleasanter. The way to wealth is to Ids army, serve in France and egs o and write a book. The impression grows that I b "unwritten law" were a good hat would be written. Do you remember the oldhily' man who used to say, "Every bdl Sunday by and by?" The food card system fIg reached England. It mayla m t ; lantic one of these days, And next we are to have fIIiggg portionment of coffee. PrWp ' are to be no third cups. This compulsory klulgg et l by alien enemies and receseiA t is very hard on the flag. The American colonel who qelgil a Bavarian lieutenant did at I on ceremony as to rank. Now's the time when le work off some of your Wlild m by planting those sweet pea One way to keep the pwsl I o United for the war is to tell Is a little of the war they aem I. When men talk about wamss aI. mixing In elothes. they mss gIq less money, not using loa grsed One of the best ways to slgea* for a sham peace is to altps Ho fair to a finish at the wega "Girl o-ercomo by fitnae Am knuckles," reads a hea 3h cacy of bras knucksles emms is well known. Spinsters with a desiret~oaU give up their canary ide .i seeded for use in the WM6Ch tI i of gas attacks. The most coaermed sie t * not persuade the small beg : Is all gloom. now that bt LIA, r ma Is at had. The welcome e)riag reb mMi mereously with us, uallbk Ml : dren, ahould he both se en te be enjoyed. A man will brag abg ab II, esking, if she hppem to beY eoek, long after he has I abot he: beat. Maklng peeace with the bi his aggremslouns much a- mil to a spraing fre bt bOes I Ib nlng downstream. Union Iabor has its ae pdM i In a chare across No MUlU Ia'I doesn't pay to drop the h s the whistle blows. As a rle the girl who - a meat regrets exseedlIl aWs servants leave and make t for her mother to cook a S the diahes. The OGerman leaders a feet to bollevd the Amermie In France of Ilttle pntied UlS they don't like the way Sh According to an grocer, his country 15 severest sugar famline houses have doubled thldr age of suganr. Japamnese native Wstyle gone no perceptible ebag8 years. And the Japsanm than Americana in an3O5 portant respects. There is nothing tbhat MI eause the averae persens n on the amount of what he fandlng some other food t " cost nearly so much. It is said that a nid has been discoveed tht -G out" a U-boat several m5 a would it be so earsy to they were not Germa? Song BringO Thmen a The son is not nearly a as the singing of it. places community dnlag l I rvived. It has biees r - spirit of the old New W Ua5 meeting is brought out byF munlty songs. After tihe joined their votees Ia a frew mmers they get togthe tehings. Many charche I deal of their power tO aleats when thel sbr es ngr rmmesae