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CHIARTER. A .gV3TsIN CO.. INC. That on this .5th day of SA. I. 1''. personally S n beAfore William as>" trry public in and for S tays. tate of Louisiana, Sed personS, to-wit.. H tCharles V'. Kraft. tAs and Joseph J. Scheur gt of this paris.h, which lared that they Bare oI! ellders of the' L.OtI TlANA lNY. .IMITEU. the amed in te resolution fol aand were the said sole at t time of the said reso aroed.r did then severally declare that at a meeting dlders of the said LOUIS r co.1PAN1. LIMIThD. ' to -wit. Julie o, 19--, at * 'rstowere all present, the plution was. unanimously ding the charter of the ebied. That the charter of ti I pRITNTINrG 0:(MI'AN', eioeuted before Frederick Pesary rublic of the P'arlsh * tate f Louisiana. on March -recorded an the Mortgage I parish of orleans, in Iook lyI folio Th2, on March 1. e0ded to read as follows: ARTICLE I , sof tLi o 1pst.1Cnhall be TED. The corporation shall ¶iy othi: period of ninety t this date, to-wit. June it shall have all the power s- h the City of NeW Orleans, S ARTICLE 11 Sp(ona is organized for the a tiondLtl a geaneral printing. enraving, enbossing, and bas ness. and any lines of bdeastal thereto. It imay. Itself, Stlthe publishing business . -- ARTICLE 11t ,j stock of the c.rporation -iacreased from the sum of "I asaad Dollars to the srnm of p'red Thousand Dollars. to be by one thousand shares of ,ase *a of One Hundred Dollars bolder shall nell or dispose of Sof this corporation without , gfetred the saime for ,iale tocbkholdera, by ¶ letter to the Board of ltirertors of ;datione naming therein the ppaeed price of said stock and r terms of sale. After fifteen the receipt of such written " th fallre of the sto.:kholders. o1 them, as hereinafter provided. the said stock upon the pro d rf sale, or at least terms no " s those proposed, th. owner k shall then be at liberty to d stack for not lesge, than the agss pdri to the upon ofe Dire as c, or at leat ternwhichs not e to twith a rcharopy of than Imlttd to the stockholders. Thias I aly to pach alpqilic sale or lt, tokholder pledge any of shdall immeediately notify - a stockholders of the corpor be fact of such pledge through aJjsssd to the Hoard of Diree te c tporation, In which shall Snsubroge and addrto thess of the - thier with a copy Cf the act, t, of pledge, and before oruent isfaunt of the pledgor to meet lise for which his stock stands the stckholders of the corpor he estitled to take up sach --bhLptlea. and they shall be sdl subrogated to the rights the steckholdera of the corpor sacrded either the right of a shareholder's stock or of Shis pledge obligation. as here at forth, such right shall devolve e mid stockholders, first In the of their Individual holdings of -- thea ratably among the re toheholders, should any partc not elect to exercise his sLM o. until the right shall Slme stockholder, if all other should decide not to exercise tioa shall make no transfer where the provisions of the fore s have not been fully and the corporation shall iatleld to demand, and shall so of both the seller and the pur stiek in all cases, before mak oeia ot stock upon the books asperatioa, an affidavit as to the bsly paid for the stock and facts I entire bona Ades of the trana IAes of stock of this corpor be transferable only upon the the corporation, and no transfer ssek shall be binding or have spes the corporation unless made upon its books; and a I all shares of stock shall by this corporation on the sha reholder for any indebt or unsecured, however or ereted, due at any time to by the holder of stock, iager of stock shall be made of these conditions. ARTICLE IV IMAgsmat and control of the of the corporatlon shall be in of a Board of Directors, cornm them posons, to be elected by from among thir num s members of the ltosrd shall 5 qeorum for the trnear'tion The Board shall u,-lct the Ithe corporation, who shall be VloPreeldent, Treasurer, and WhLkLh last two positions may ia one person. The first shall be members uf the the Secretary need not b-. meeting of the stockholders of directors shall be held Wedmesday of January in sless that day be a legal how the meeting shall be held on mseeediag day. not a holiday. o the Board at any time may _. the Beard until and unless lshould themselves elect eUssey. mia be given by both stoc i Ilnhetor, but they must he sa Sled with the Secretary ad officers of the corporalon i officee until their ue., dueted and quallfied. eo the corporation shall lSttles sabject to the pleasure of Uiroctors. of Directors shall be entitled SFhws, rules and regulations ekt·oe, and the transfer of maestent with the provisions or say provisions of law; the stokholders may them ied or modify any by. the meetings or the Miers. ARTICLE V "LI character whatsoever a t the regular annual SS stdkholders.. to be held Wadnrday of January, as the peceding artIcle; but Smeetngds''of the etock ys' notice shall La stckholder by a notice A ttL g by the Secretary or Scorporation. addressed at his last known place n lsdence, as shown by the SDirectors of the corper Was liquidating cnmmis. Svat this 'orporation seod or expire by limita warnce occurring on the tha shall be filled in the |t reded for the flling erdof D i Mrectors. Other than a change in cpital stock of the cor, ill he subject to amend aur generally provided ate may be amended by eof the stock which either at the regular oI the stockholders as a sppoeically pro he regulated by the oIosiossn of the State An -p-uto Station EDWARD YALETS .m. aM m aw m mma vm.. AS atlshnt A sse Cr s eCm e CHARTER. of Louisiana, relative to corporations of this character, together with any other general or special provisions or principles of law applicable thereto. Thus done and passed at my office in the presence of Archibald H. Wagner and Louis Albert Morphy, males, over fourteen years of age, residing in this parish, competent witnesses, who sub. scribe hereunto, with the said appearers and me, Notary Public. on the date here inabove first mentioned. (Signed) H. L. HERERT. 4420 laaneel St. C. V. KRAFT, 500 Verret St. R. A. D'AUNOY, 2512 Valence St. JOS. J. SCHICURING. 229 N. Jeff Davis Parkway. witnesses: L. A. MORPHY, A. H. WAGNER. WM. J. FOIL3ENTO. Notary Public. I. the undersigned Recorder of Murt gages in and for the Parish of Orleans. State of Louisiana. do hereby certify that the above and foregoing Act of Amend anent of Incorporporation of the Louisiana Printing Comlpany. L.imited. was this dlay duly recorded in my office in book 1206.1 folio - New Orleans. June 6. 1922. (Signed) ROtlT. SCOTT. Dy. Rec. A true copy from the original: (Seal) WM. J. FOIRMENTO. Tune S July l Notary Publi,'. CHA.ITEgR OF KOHLMANN BROS. A SUI',ARM.AN, INC. tIe it known, that on this 29th day of the month of May. 1922, before me. Skott E. Iteer. nt:ery pubtl in and for the 'Parish of Orl.ans. State of Louisiana. therein residing. duly sworn, commis missioned and qualified, and in the pres ence of the witnesses hereinafter named and undersigned, personally cane and ap peareid. the several persons whose names are hereunto subscribed, who severally des'lnered that. availing themselves of the laws of the Stette of Louisiana relative to the org:anization of corporattiots. they have consented and agreed and do, by these presents. contract. ngree and hind themselves. as well as all other persons who may herea:fter become associated with them. to form and constitute a cor Iporation and body politic in law for the cbjects and purposes and under the agree ments anus stipulations hereinafter set out and expressed. ARTICLE I-The name and style of this corporation shall be "Kohlmann Bros. & Sugarman. Inc.". and its donmicile shat he tile city of New O)rleaas, State of Louis iana. Under its corporate name the said corlporation shall have power and author ity to exist and enjoy succession for the full term of ninety-nine years from and after the date hereof; to contract, sue and be stied; to make anid use a corporate seal and time same to break or alter at pleas ure; to purcha:.e. own. hold, lease. re ceive. sell and mortgage or pledge, under its corporate name. property, real, per sonal and nmixed. corporeal and incorpo real. including stocks, bonds and securi ties of other corporations; to elect and appoint such directors, officers and agents as the Interest :and convenience of the said corporation may require; to make and establish by laws. rules and regulations for the management of the corporation as may be necessary and proper and the same to change or alter at pleasure; to do and perform all acts and things re qulisite and necessary to carry out the ob jects and purposes of this corporation. ARTICI.E II-All citations or other le gal process shall be served upon the presi dent of this corporation and, in case of his absence, upon the vice-president of this corporation. and in case of the absence of both president and vice-president, upon the secretary-treasurer of this corpora tlion. AItTIC'I.E Ill--The objects and pur poses for which this corporation is or ganized and the nature of the business to be carried on by it are hereby declared to be to engage in trade and commerce in all its forms: to import and export, and to deal and operate at wholesale and retail. as principal, agent, on commission or otherwise, in groceries, food and feed stuffs, fruits, vegetables, can goods. pro duce and all other articles of commerce commonly carried and dealt in in said businessed. and generally to handle, trade in. purchase and sell all goods and wares and merchandise of every nature or kind incidental to tile said businesses aforesaid. or in any wise connected therewith. And to acquire the good will and business of other persons or corporations as the in terest and advantage of this corporation may dictate, and specially the business formerly conducted in the name of Kohl mann Ilros. & Sugarman. or any part thereof that may be acquired by this cor poration; to establish branches in and out of the State of Louisiana, or foreign countries. And generally to do all things incidental to the business aforesaid or in any way related thereto or connected therewith. ARTICLE IV. The capital stock of this corporation is hereby fixed at one hun dred and twenty-five thousand ($125.000) dollars to be divided into and represented by twelve hundred fifty shares of the par value of one hundred dollars ($100.15)) per share, which shall be paid for in cash, or which may be issued for pro perty actually received by the corpora tion at its fair value. The capital stock of the corporation may be increased to two hundred and fifty thousand dollars ($250.000). No trantsfer of stock shall be hinding on this corporation unless made and re corded on the books thereof. All stock of the corporation is islsued and shall always be held hereafter under the Irrevocable contract, condition and agreement : (1) That before any sale. gift or trans fer is made thereof. It shall be first of fered to the other stockholders of record on the books of the corporation at the price of one hundred dollars per share plus the pro rata share of said stock in the surplus account and in the undivided profit accoount of the corporation as shown by tile last audit preceeding such offer. The surplus and undivided profits may he kept in one or separate accounts; the pro rata of each share shall be esti mnatied by dividing the total number of shares issurnedl and outstanding into the balance to thie credit of said account or accounts. The seim thus ascertained plus the sum of one hundred dollars. aforesaid, shall he the total value and price of each share,. and no other evidence shall be con sidered In fixing the same. The said amount shall be paid in cash within thirty days after written notification of the ac ceptance of such offer. Stock shall be taken and the books of the corporation shall be audited as of January list and July ist of each year and as soon as pos sible after the expiration of said date. (2) In case of the death of a stock holder. the remaining stockholders shall have the right to purchase the stock held or owned by him at his death. for the price and upon the same terms accorded in the preeding paragraph of this ar ticle, but said right shall lapse at the ex piration of 00 days from the date of such death. Stock purchased under the foregoing provisions shall be allotted to the stock holders In proportion to their several holdings and. on failure of any stock holder to take and pay for his portion. that share may be taken by the other stockholders in the same proportion. Should the capital stock of this corpora tion he increased. the right is accorded to stockholders of record to subscribe to the same. at par. In proportion to their several holdings. payable as may be pre scribed in the resolution increasing a.such stock, which right shall be exercised with In ten days after written notice, to be given by the secretary, mailed to the last registered address upon the books of the corporation. Any stockholder shall bave the right to subscribe to more than his proportionate share, subject to the distribution thereof. after the exercise of the rights of the other stockholders as prescribed in the preceeding paragrapb. And such stock bolder shall pay for said stock within five days after written demand from the sec retary of the corporation. Any stock not taken by the stockholders under the previous provision. bshall be sold from time to time as ordered by the board of directors. The board of directors is hereby con stituted the agent and attorney in fact of the stockholders for the purpose of receiv ing offers and to otherwise carry out the provisions of this article. A brief refer ence to this article shall be written or printed on every certlicate of stock. ]ARTICLIE V. All the corporate powers CHAR'ER. conferred by this charter or by any law now or hereafter existing, shall be ex ercised by the board of directors of this corporation. The power here granted shall include the right to sell the corporation. to merge the same with any other cor poration. to fix the price of such sale or the terms of such merger, and to receive in payment or satisfaction thereof, moneys. shares of stock, or obligations of the purchaser or merging corporation as in the Judgment of the board of directors shall be determined. Any action taken by the board regarding the sale or merger of this corporation shall be determined by the number of shares voting and not by the number of directors, and it shall not be adopted unless four-fifths of the whole stock of the corporation have peen voted through said directors in the affirmative Any member of the board of directors may be represented at a meeting by a written proxy to a stockholder of the cor poration. The board of directors shall be com posed of not less than three and not more than five stockholders. as shall be determined by the first board of directors. The power to increase its membership here expressly conferred upon the first board of directors having been exercised .by it. shall not hereafter be used and any further change in this provision shall be mad., by the stockholders. The first board of directors shall be composed of the fol lowing subsclribers to this charter: C'harles '. ('owles, New Orleans. Louis in:a; t'. P. Judkins, New Orleans., Loalsi ana: J. henry Warner, New Orleans. I.ouisiana. who shall respectively hold the office of president, vice-president and swertary-treassurer. and shall continue in said offl'es until their successors are ele.ted and qualified. The board of directors may separate the office of secre.tary-treasurer, and fill either of said trusts by a person not a stoikholder. It may provide, also. for ad ditional vice-presidents and till the said positions. The board of directors and the ,officers of this corporation shall be : trock holders unless otherwise provided herein. A meeting of the stockholders of the corporation shall be held on the fourth Wednesday in July of each year for the el,'tlion of the board of directors and for suchl other business as may come before it. Special meetings of stockholders may be held at any time by order of the presi dent. the board of directors of of any stockholder. Written notice of the annual meeting shall be given by the secretary at I,.ast fifteen days' prior to the date here of. addressed and mailed to the last re gistered address of the stockholders, and in default, to the address contained in thei current city directory: and two days' notice shall be sufficient for all special meetings of such stockholders. Each board, after its election, shall. immediately. from its number, choose the officers of this corporation, except. if the board has separated the office of secre tary-treasurer, one of said offices may be tilled by a person not a stockholder or director. Elections shall be by ballot unless waived by unanimous consent, and two commissioners shall be appointed by the board of directors to supervise the said election. At all meetings of the stock holders the vote shall be viva voce, but any stockholder may require a vote to be by ballot. At all meetings, each stockholder shall be entitled to one vote for each share standing in his name on the books of the corporation at the date of the meeting. and such vote may be cast in person or by proxy, and such proxy may be letter or telegram slgned by the stockholder granting the same. A majority of the votes east shall elect or decide all qucs tions before the meeting. Failure to hold iet-tions or to elect a bonard of directors shall not affect or dis solve the corporation, nor impair its men agement in any respect, and the dir ectors then in office shall continue to hold office until their successors are elected and qualified. Vacancles on the board of directors. howsoever caused, shall be filled by the board for the remainder of the term. even though it is by less than a quorum. ARTICLE VI-This charter may be animended, altered or modified or the cor poration dissolved. and the capital may be increased or decreased at a meeting or the stockholders duly called therefor. all as provided by the laws of the State of Louislana now or hereafter to be enacted. In case of liquidation of this corpora tlion. it shall be liquidated by two com missioners to be chosen by the stock holders. ARTICLE VII--No stockholder shall ver-r be held liable for the contracts or faults of the corporation in any further slim than the unpaid balance due the cor poration on the stock owned by him. nor shall any mere informality in its organi ration have the effect of rendering this ,harti.r null or of exposing the stock holders to any liability beyond the amount due and unpaid on his stock. ARTIr'I.E VIII-Wherever notice is required by law or by this charter, the same may be waived by unanimous con sent of thie board of directors or the stockholders. as the case may be. and such waiver shall be entered on the min utes of the meeting to which it applies. ARTIC'LE IX-The subscribers to this iharter have written opposite their re sprtive names the amount of stock in this corporation subscribed by them so that this charter may serve as the origi nal sublscription list of the corporation. and they have stated their post office ai'ddresses. as required by law. Thus done and passed in my office on th, day and date first above written in the presence of the undersigned witnesses, of full age. residents of New Orleans. La.. who have hereunto signed their names with the said appearers and me. notary. after due reading of the whole. Witnesses: (1)i A. E. Fandal, (2) E. M. Itobbert (tallI;INArL IGNED): ('has. . Cowles. New Orleans. TLa.. 700 shares. $70.000: C. P. Judkins. New Or leans. l.a.. 500 shares, $50.000: J. Henry Warner. New Orleans. La.. 50 shares, 85,000. SCOTT E. BEER (Sealt: Notary Public. I. the undersigned, Recorder of Mort garea. In and for the Parish of Orleans. State of Louisiana,. do hereby certify that the above and foregoing Act of Incorpora tion of the Kohlmann Bros. & Sugarman. Iii-.. was this day recorded in my office in Book 1.26. folio 375. New Orleans, May 30th. 1922. (Signed): ROBT SCOTT. Deputy Recorder. I. the undersigned notary public here certify that the above and foregoing Is a true and correct copy of the charter of Kohlmann Bros. & Sagarman, Inc., of re~nd in my current notarial records, to gather with the signatures of the subsrl hbers thereto and the certificate of the IRecorder of Mortgages thereunto ap pended. In faith whereof. I here sign my name and affix my seal of office this 1st day of June. 1922. SCOTT E. BEER (Seal): Notary Public. June --July 13. CHARTER OF THE REAMLTY DEVELOP MENT COMPANY, INC. United States of America. State of Louis iana. Parish of Orleans, Be It known and remembered that on this twenty-third day of the month of May in the year of our Lord one thousand, ninae hundred anad twenty-two, and of the Independence of the United States of America the one hundredth and forty-sixth, Before me. John D. Nix. Jr.. a notary public in and for the Parish of Orleans. State of Louis Iana. duly commissioned and qualified. and in the presence of the witnesses here in after named and undersigned, person ally came and appeared: F. J. Warnes pnack. of full age and a resident of Mt. Airy. Louisiana. N. J. Clstl. and A. F. Commagere. of full age sad residents of New Orleans. Louisiana. who declared that avalling themselves of the provilsions of the laws of the State of Louisiana re lative to the formation of corporations. and especially of Act No. 267 of the Gen eral Assembly of the State of Loulisiana for the year 1914, and any amendments thereto. they have covenanted and agreed. and. by these presents covenant and agree. and bind themselves, as well as such other persons as may hereafter be comenc associated with them. to form and constitute a corporation and body politle in law for the purposes and objets. and under the stlpulatlons, articles and agree ments and conditions following, to-wit: ARTICLE I-The name and title of said corporation shaU be The Realty Develop ment Company. Inc.. and its domicile is hereby established In New Orleans. State of I.oulsiana: and under Its corporate name. said corporation shall have power and authority to contract, sue and be sued: to make and use a corporate seal. and the same to break and tlter at pleas are: to hold. receive, have, purchase. Im prove. aleinate, convey. sell. borrow. pledge. mortgage and hypothecate, under its msaid corporate name. property, real. personal and mixbd: to make and appoint ouch omiersm dlrectors. agents and man agers or employees as is to the laterest or convenience of said corporation: to make and estabHsh by-qiws, rules and retula tions for the proper management and reulatle et t s s as may be dsamed meesary and propw, and te sarme to beage adbr at pae amys:; and to do all thMer tMiUa bmybttd wI law, w ma CHARTnt. shall or may be necessary and proper to carry out the objects and purposes of said corporation. Said corporation, unless sooner dis solved in accordance with its charter, shall exist and continue for the period of ninety-nlne years from and after the date hereof. The president, or in his absence, the vice-president shall be the proper person upon whom citation or other legal pro .ass shall be served, and, in the event of the absence of both of said officers, then service shall be made in such manner as Is pointed out by existing law. AItTICLE II-The objects and pur pouses for which tills corporation is or ganized and the nature of the business to be carried on by it are declared to be' the following, to-wit: To own, buy. improve. deal in and sell real estate in every branch and to do all such things as may be in idlent thereto; and also to deal and trade in bonds. stocks, etc., in general, to do everything uecessarily done in the invest i.t-nt business. AItTllI.L Ill-The capital stock of the corporation shall bIe the suom of five thous and dolllars ($.iO00.Uo), dollars. divided into fifty shares of the par value of one hundred dollars each. Stock subscribed for sha:ll be paid in cash at time of sub sc.rilition. Any stockholder may sell, assign or transfer his stock in this corporatioll provided thirty days' pri.r notite of such intention to sell, as ign or transfer same be given to the comp:any aund other interelstd stockholders, and the said cor poration or otlher stockholders shall have the tirst privilege of purchasing sa:me, after which thirty days notice the said stock may be sold in open market. The stock may be transferred under the above conditions, provided such transfer be made on the books of the ,corporation at its local office in the city of New Orleans and upon surrender of the certlficate therefor. This corporation reserves to itself the right to increase its capital stock to One Million Dollars. ARTICI.E IV. The corporate powers of this company shall be vested int and exercised by a board of three directors. consisting of the President, Vice-Presi dent, and necretary-Treasurer. Two of said directors shall constitute a quorum for the transaction of business, and their decision shall be binding and valid cor porate acts. The present incorporators shall con stitute a Board of Directors as provided in the charter. and shall choose ofticers from among their own number. The fol lowing named incorporators shall con stitute the officers of the corporation until their successors are named and elected, to-wit: F. J. Waguespack. Pres ident; N. J. Clest, Secretary-Treasurer. and A. P. Commagere, Vice-Pr.esid n"t. Said Board of Directors and said officers shall continue in office until the second Tuesday in January. 1923, on which date :and annually thereafter a Board of Direc tors shall be -lect-ed Should the day of election fall on a holiday, then the elec tion shall be held on the next legal day thereafter. Notice of such election must be per sonal to the respective stockholders, or by notice through mail addressed to the last known place of residence of the respective stockholders, which said notice must he mailed at least fifteen days be fore the day on which said meeting is to be held. Any failure from soy cause whatsoever to elect directors,. the day na:mel for that purpose shall not dissolve the corpora tion. but the directors then in office. as well as the officers of said corporation. shall hold over until their successors are chosen. In such event, the President shall cause another election to be held within thirty days, and shall give such notice as herein provided. At every ele~tion and meeting each stockholder shall be entitled to one vote for each share of stock registered in his or her name, and may vote by proxy. The el-tion of directors shall be by ballot, and the majority in amount of votes cast shall elect the person or per sons for whom they have cast. After each election the Board of Directors shall choose from among their own number the officers of the company. ARTICLE V. The Board of Directors shall have full power to fill vacancies in their number caused by death. resigna tion or otherwise, fromn among the stock holders of the corporation. The said Board shall have full control of the prop erty of this company. and shall so con duct, manage and use the same as in their discretion they deem fit and proper. and as is consistent with the objects of this company and the welfare of same. The said Board of iDirectors Is further authorized to frame and adopt such by laws, rules and regulations as the affairs and busIness of the corporatlon may re qulre, and as it may deem necessary for the ma:nagement and conduct thereof; provided the same be not in conflict with the laws of Louisiana or of the United States. The said Board shall elect or appoint such other officers, agents or employees as it may deem necessary for the proper conduct of Its business; fix the salaries or compensation and term of office, with tie right to dismiss them at the pleasure of the Board; or the Board may delegate this mlnisterial duty to any officer of the Board of Directors. or employee of the company, and the one to whom this authority is delegated may act for the Board in the employment of such agents and employees, and fix their compensa tion and term of office. The Board sha:li have the right to fix and determine the salaries of its own officers. ARTICLE VI. This charter may be changed, modified or amended. and the capital stocHk Increased or decreased. or this corliration dissolved at a general meeting of the st-wkhotliers ('iled for that plurpose, acting and voting in ac cordance with and pursuant to the pro visions of Act 267 of 1014. herein referred to. In case of dissolution of the charter. hby limnitation or otherwise. the liquida* tion of the affairs of this corporation shall be conductd i by three -.onmnission ers selected from among the stockholders, with like assent at a meeting called for that purpose. Said commissioners shall remnain in offlice until the affairs have be.n fully liquidated. In case of death of one or more of said cnmmissioners, the survivor or survivors shall act. AIITI't.E VII. No stockholder of this coriporation shall ever he held liable or responsible for the debts of the corpor ation, or the faults or contracts thereof. In any further suim than the unpaid bal ance due the company on the shares of stoclk subscribed for or owned by him or her, nor shall any informality in organization have the effect of rendering this chlarter oull. or of exposing a stock holder to any liablity beyond the on paid balance, if any, of his stock. The present incorporators. in subscr!b ing for the respective number of shares of the calital stock of this corporation as set forth after their names have made full and comnplete payment in cash. Thus done and passed before me. No. tary. on the day and date first above written. In the pres.nce of W. W. Wright and Mt. I. Rice. competent witnesses, after due reading of the whole. Original signed: F. 3. Waguespack. 49t shares: N. J. Clest. 1 share; A. F. Commagere. 1 share. Witnesses : W. W. WRIGHT, M. I. RICE. JOHN D. NIX. JR.. Notary Public. Recorded M. O. B. 1268, Folio 372. June 8-July 13 CHARTER OF H. O. STACKE IION WORKS. INC. United States of America. State of Louisana. Parish of Orleans. City of New Orleans. Be it known that on this twenty-first day of the month of May, in the year of our Lord. one thousand nine hundred and twenty-two, and of the independence of the United States of America. the one hundred and forty sixth, before me. Cornelins W. Puneky. a Notary Public, duly commlsdaoned and qualified in and for the parish of Or leans. In the presence of the witnesses hereinafter named and nndersigned, per sonally came and appeared the parties whose names are hereunto subsrribed. all of full age. who declared that. avaIling themselves of the provisions of the laws of this state relative to corporations. they have covenanted and agreed and by these presents covenant and agree and bind themselves, as well as such other persons as may hereafter become associated with them. to form and con stitute a corporation and body politic In jaw, for the purposes and objects and under the stlpulations and articles fol lowing, to-wit: ARTICLE I. The name of this corpor ation shall be H. O. Stace Iron Works. Incorporated. ARTICLE II. The objects and pur poses for which this corporation is organ Ised sad the nature of the business to be carried on by it are declared to be: To do a general marine and stationery machinery repair work: to conduct and operate a general machine and maufare tuhrlg works for the manufacture and repair of machklanery o all ktlnds, egines. bollers, castas, patters, arieultural appiUaes. vehklse and appluances o every Mind and deerlptien, and any and all arttclas made from tron' to mann bturn.~ maks, #~emauc an erect aD CHARTER kinds of mechanical devices, appliances. inventions and other works and machin ery; and to buy, sell, make and repair tools and instruments and supplies of every description and kind that are or t can be made out of or from brass, cop per, iron and other metals, or of wood, to carry on a turning plant, and to rent. sell and otherwise dispose of machin.er) and all apparatus and articles that may be Ilad.'. handled, mnanufactured or re paired in the aluresaid plant or machine shops ot said corporation; and generally to do and engage in any other business, undertaking or enterprise conuected with and growu ig out ol, ge'rllmane or ilet- l denltal to any of the purposes ner-inabllue set out or contemplated by this charter. A.\l;Ic'l.E: 111. The capital stock of said corporation shall be Twenty-tie Thous.and IDollars (5i.tUQt.OW). di ided into and repr.ls..nted by two hundred and litty shares of tile su of nlle Hundred I loll.irs (tlO.UtI) each. payable in cash, property, or for services rendered. And pLa) liellt for subsrl.lltion to part of the capital stuck is given and acce'pt.ed AIn the aillount and for the collsideratiol of tihe property and good will shun n on tilhe anlilil'td detailed itetiLed descrip tlln of said prloperty, togeth.er with a st:ltelmenllt of its salue as appraised by tie direc'tors. \lhich is made part hereof and is to be read in connection with these articles of incorporation. The corporation shall collntenrce doing businles as soonI as Twelse Thousand Five llundred Dollars of the capital stock shall have bteen subscribed and paid for. Aniy stockholder lmay sell, assign or transfer his stock in this corporation, Ipr'slded thirty days notice of such in tention to sell, assign or transfer the hillle be given tihe colllanlly, and the other stockholders shall hate the first prl iliege of purchasing same at book value, after which thirty days' notice th.. said stock may be sold in open market. ARTICLE'l'll IV. The dolniieile of the saidl corporation shall be in the city or New Orlea:ns, state of Louisiana. The President or, in his or her ablsence. the Vice- l'rtsident shall be the proper person upon whloli citation or other legal pIrocess shall Ibe served. This corporation, unlelss sooner dis solved, shall exist and continue for the period of ninety-nine years from and after the date hereof. AltTl'il.1E V. All corporate powers shall lie vested in a Ioard of Directors conlllposed of three stockholders. The Bioard of IDirectors may fill vacancies in their nunmber, however caused, by elec tion from among the stockholders. The first Board of Dlirectors shall con sl.t of Mrs. Harry O. Stacce, who shall lie Presllent. and whose postof'Ace ad dress is No. 10545 Magazine street, New Oirleans. La.; Arthur V. ltobertson, who shall be Vice-President. and whose post office address is No. 5331 Chestnut street. New Orleans, La., and James J. Landry, who shall be Se'retary-Treasurer, ant whose postoffice address is No. IULt Mag azine street. New Orleans, l.a. Sal4 board shall continue In office until January 2. 1923, on which date and thereafter annually a Hoard of Dlirectors shall be elected on the second day of Jalnuary of each year, unless the same shall be a legal holiday, when the elec tion shall be held on tihe next legal day thereafter. After each election the Board of Direc tors shall elect from their number the officers of the corporation. The said board Is further authorized to frame and adopt such by-laws, rules and regulations as the affairs and busi Iless of tihe corporation may require, and as it may deem necessary for the con ducting and manaagemlent thereof. AItTI'LE VI. Thllis charter may be amended and the capital stock of this ciorporation may be increased or de creased, or the corporation may be dis solved, itn the mlanner and method pro vided by law. AIRTICLE VII. No stockholder shall ever be held liable or responsible for tihe contracts or faults of this corpor ation in any further suni than the un paid balance on the stock for which he has subscribed, nor shall any mere in formality in organization have the effect of rendering this charter null or of ex posing a stockholder to any liability than as above provided. AIITICLE VIII. Whenever this cor poration shall be dissolved, whether by limitation or from any other cause, the affairs thereof shall be liquidated by three stockholders to be elected andl qualified In the manner provided by law. And they shaill continue in office until the affairs of this corporation shall have been fully settled and liquidated. In case of the death of one of the liquida tors. or his refusal or inability to serve. the remanining liquidators may them selves Iroceed with all the power and authority vested in the full membership. Thus done and passed at my notarial office. in the city of New Orleans, on the day, month and year herein first above written. in the presence of Robert M. Iltlum and Arthur Clasen, competent witnesses, who hereunto sign their names with the said appearers and me, Notary, after due reading of the whole. Original signed: Mrs. H. O. Stace. Pres.; Arthur V Robertson. vice-Pres.; James J. Landry, Secty-Treas. Witnesses: It. M.. BLUM, A. CLASEN. C. W. P'NEKY, Notary Public. A true copy: C. W. Pt',KfY. Notary Public. Statem'ent and appraisal of property nI .ceptedj in payment for capital stock of the II. O. Stace Iron Works. Incor Iorated: We. the und'erslgned Board of Direc tors of the II. O). Stace Iron Works. Inc.. hereby certify that we have received in full pIayment for subscription to 200 shares of the capital stock of this cor Iloration the following described prop erty. which is .aipprained by us at the varilous sunms set opposite each Item or article. and which total the osum of $20.0i.45: 2 tportalle boring bars, $200.00; 1 hand breast drilling nmachine, hand ratchets. 1.0: 1 bioilernlaker'a ......... $6.00; 4 nanchinit's ......... $6.00; 1 chain drill, $3.50; 1 blacntksmith's anvil. $20.00; 1 trallk pin returning tool, $160.00; 1 auto nmobile tool kit, $5.011; 1 electric hand drill. 10.00); 2 ele'tric portable grinders. $1-0.00: 4 tinner's snips, $8.00; 1 vise anilt. $4.50: 1 valve reseating machine with e.lltters. $133.55; 2 12-Inch screw j:~cks., $51.: 1 5-ton hydraulic Jack, $30.00: 2 rutomobile Jiiks,. $5.00: 1 ratchet. 14.00; 1 old man 18 inches. $5.00; 1 1 1-4 x .30 lathe boring bar for square cutter. lt.00; 1 G. E. motor. 12 I!. P.. $330.00: 1 Spare motor. 1 1-2 I. P.. $80.00; 1 23-inch with 5-foot bed planer, $400.00; I 24-ilnh with 5-foot bed planer, $400.00; 1 uprihllt Iloefer Mlfg. drill press. $255i.00; 1 No. I Le Bland grinder with attach mnents. $610.00; 1 Walcot lathe, 26-Inch. witlh 12-foot bed. 24-Inch chuck. $1800.00; 1 ILe Bland lathe. 24-Inch. wit; 8-foot 6-inch chuck. $17.2.00; 2 Carromll Jameson lathes. $1.16.00: 1 Canedy-Otto radial drill. $490.00: 1 lathe 42-inch. with 16 foot btl. $1000.00; 1 Reliance holt cotter. $100.00: 1 1I-inch Springfiteld shaper, with chuck. $.30000: 1 Charles A. Stellnger H. lspeed drill. $25.00; 1 RIaclne saw, $135.00; I No. 3 rapid ent saw, $115.00; 1 No. 1 rapid cut saw. $35.00; 1 No. 3 Le Bland heavy duty miller. $2000.00; 1 No. 4 Atlas hand press. $t1.10;: 1 No. 1 10-inch post drill. $8.00; 1 Willard No. 5 power press, -$45.00: 1 Raldwiln knife grinder. $75.00: 1 Hartford burring macihne. $20.00: 1 Racine emery cutting machine. $15.00: 1 double wheel arbor. $2000; I No. 3 C Radler-Rtale hand shears, $152.00; 1 Armstrong ronnd Iron shear. $27.00: 2 ('Ilnningham acetylene generators. $200.00; 1 No. 1 (hampion belt hammer. $175.00; 1 Li.ttle GClant 25O-lnch belt hammer. $100.00;: 3 anvils. $10.00: 1 face plate fini.hed. 5x5. $20.00: 1 face plate untln ished. tx6. $20.00; 1 Iron ratter. $1500: 1 15-inch swedge block, $8.00:; 1 4-Inch swedge block. 17.00; 1 18-incrh swedge block. $12.00; 2 blacksmith's vises. $12.00; 1 crne. 14-inch base. 4 feet 2 inches long. $8.00; 4 machine shop vises. 1l drivers or dogs. $.10.00: 1 hand hammer. 4 sledges. 1 hackinp hamm,.r. 24 fatters, pullers. hot and cold chisels, center punrhes. 48 tongs (all sizes). 4 wheelbarrows. 1 brass hand pump. lot $9..'i0: 1 Ford five passenger touring car. $400.00: 1 1 1-2 ton Ford truck. $.100.00: 1 2 ton Forschbler trluck. $400.00: 1 lot small tools. repair parts. consisting of drills. dies, taps. hammers. saw blades, reamers. Jacks. drill chucks. milling machine cutters. saws and arhbors. tl151.91: 1 oInt pulleys. shaftinp. line shafting. belting. $516.4; 1 lot material. cast, machine steel. mal leahle. nuts. bolts. $1186.13. Total ap praised value. 20.026.45. Location of property. 105(4 Magazine street. Condition good. The above property Is taken In full ownership and free of all eneumbrances. and is in good nusable condition and worth the flol value of the above ap praisal, and is accepted from and in pay ment of the following snbseribers to the aforesaid 200 shares of the capital stock of this corporation: Arthur V. Robertson. 1 share: former proprietary interest in foregoing prop erty. $100.00. James J. Leandry. 1 share: former pro. prietary Interest in foregolaI property. $10.06; Mrs. Mary O. Itace. 10 share:m; former proprietary latereat Ia foregotlag pronety. ha1 .5. Total sarsr, 20: forr lropwetry antom'st In forgog perogy, lUSU1 CHARTER. Mrs. 11. O. Stae. Pres.; Arthur V Rob- r ertsou, 'ice-l're.., J amesa J. Landr). 4 1ecty-Treas. So rn to and subscrthed before Inmc the, thirty) nrst day of May. 4n tLie )yar C. W. PUNI :KY. Notar) I'ub,li . A true copy. C. W. P'LNI:KY. rotary l'ub,,t I, the unler.i.,;ned ltRord.sr of M1,rt g.4. i and forot thlte pirlh 4t I rlatli, t tatt, ot l.oui.siu , do b'herlby .Brtll. t.Lat the abusJe and loreg4ing :, t ot in. or pu4r.atio£ Si;s thi, dn44 dulyU re.tordi.-.1 li 41.i ull4'e it hook No. IK 'l. k'lio J .New Jrle i, .lMay .1. i*A.. (Selrll)t 1 )!t'1". . ' TT, 1,y. l;tsroer ot Murt r:ag.-. June 3-J ul 1 ACT OF INCOR)IP)ORTION OF LI; PETIT THISATRE DL 11EL C.AlKEtt United States of America. State , f O l:oui iau . P'ar4'h of I rlen.s, Ct't of New I rli.,an. ite it ktlo 4u that on thi :oth day of the 11moth 01 M;t,. ill the t lear oft our L.ordi, onll thl,u.anId nint4 huilldred and to ,nt- to.,, ald of the in d".lpeLldenlle* of the I nitd States of .ler- t ic;a, tihe one hundred andl tuforty-sixth. be.torr tIe Stiamp) Farrar, : a Notar) 'Public, duly con4l IlIrla.onled, sworn and I qutllitled in and for the parish of Or |l itO,-. state of l.ouisia.na. tlierelai resid ilng. l4and in the pre4ell ce of tile a itues4.es hereinafter naml.ed and undersigned, per sonally i me;ll e and appeared the Neveral pers·ols whose nuan4a are hereunto sub .-.ribed, all res.idinlg III the* city of New t)rians. state of Louisiana. who .e4,r- I 1ally declared that, being desirous to acqiuir4t and enjoy for therlselves and4 slluch others 4as may beLcomle assoclated with themn and their successors thie pow ers and imlll4unities of a corporation or body politic in law, they do hereby form this corporation under the general laws of this state for tile organization of cor plrations for literary, scientilie, religious. cha:ritable and socYial purposes, and par tlculally under Act No. :.l of the Acts of the Legislature for the year 1914, and ,lo hereby declare the following articles to be the Constitution and Charter of said corporation: AIRTICLE 1. The name. style and title of this corporation shall be Le Petit 'rheatre du Vieux Carre, and under its said corporate name it shall have power iand authority to have and enjoy cor porate .existence and succession for the full term a4nd period of ninety-nine (99) )ears from and after the date hereof. ARTICLE II. The domicile of said cooporation shall be in the city of New Orlears, state of Louisiana, and all cita tions or other legal process shall be served upon the President of said cor ipration, or, in the event of his absence. upon the er'retary of said corporation. .AITIt'L.E 11I. The objects and pur poses for which this corporation is estab lished are: First. To encourage and cultivate a ta.st, for the drama, literature and tine arts, and particularly to promote and en 'ounlae the art of dramatic expression in all of its branches. Second. To present dramas, comedies and other character of 1lays. Third. To do. perform, exercise and enjoy any and all powers pertinent and incidental to the objects and purposes . hereinabove designated. Fourth. For the purpose aforesaid to acquire, construct, own or lease build ing or buildings. ARTlTIE I. This corporation shall be capable nl law. and is authorized to take, hold, receive, purchase, lease and convey, as well as mortgage. hypothecate and pledge, under its corporate name. property, both real and personal; to borrow mon-'y and to issue bonds or other evidences of debt, and to secure the samlle by mortgage; to take, receive and hold all manner of lands, tenements. rents and hereditiments, and any sum of money and any manner of goods and chattels given and bequeathed to it or acquired by it in any manner to be em ployed and disposed of according to the objects, articles and conditions of this act of incorporation, and according to the articl-es and by-laws of this corporation. and according to the will and intention of the donors. To defray the expenses of this cor r1paration, the Board of Governors shall I have power to make and establish and to trllect from the m.embers such dues I or assessments as shall be prescribed by the by-laws. AItTICILE V. This corporation hereby adopts, so far as applicable to the pur ioses of its creation,. all the rights and Ipowers authorized to be possessed and I enjoyed by like corporations under the - general laws of this state; it shall have I the right to make, have and use a com nmon seal, and shall be capable in law t to sue and he sued. and shall be author s Ized to make by-laws, rules and regula lt Ions for the proper administration of its affairs, and to alter and amend the same at pleasure; and to do everything needful for its government and support not repugnant to the Constitution and laws of the United States and of this state, or to this instrument of incorpor ation. ARTICLE VI. The membership in this organization shall be of two classes. namely, active and sustaining. Active I nenbers sb4all be confined to those tak mnl an actlive interest in the study or production of plays, and they shall have it right to vote at all meetings and at tall elections. All members other than active members shall be sustaining mem bers. The qualifications for active mem herslhip shall be determined in accord - ance with the by-laws of this corpor alton. ARTICLIE VII. The general manage Sment of this corporation shall be con - tide .l to a Itoard of Governors to be com posed of twelve (12) members of the cor I tmration, to be elected annually at a r general nmeetingt of the members. to be Sheld on the second Monday in April of each year. except the first Board of Gov I ernora appointed in this charter, who ¶.hall hold their offices until the second 3 Monday in April. 19-23, or until their Ssuccessors shall have been duly elected I and qualified. Seven members of the - Ioard of Governors shall constitute a cquorum for the transaction of business The hloar"d of Governors shall have the Great Oaks from Little Acorns Grow I na1. a .nao r Saving is a matter of habit. And the habit grows, just like the savings. To acquire the habit when young with small sums is to practice the habit when older with larger sums. So encourage the little fel lows to start a savings account with us at once, and watch the habit grow. WHITNEY - CENTRAL BANKS U"!1 ACCOUNIT TOO SALL FOR US" assouaces OVER wseoe.mew CHARTER. right to fill any vaclancy created by death, resignation or otherwise. At all ele.tions and at all meetings of the corporation '.h b ..tive member sha b:ll entitled to one v,,t. voting by pro\y not being perinitted. ) ne fifth (1 5) of the entire active membership haltl ionstitlte :a qllortuim at all meet ingl, and the dweibi,'n of :a mijority of thi,. ptres.tint ,hall gov.rn. Nuo,i ,t ll.l nlhmetinL shtill ibe given in irtlini :it Ilist uh e (.t) day- prior to the diat' of said mnlettinlg. middre,.sed to ri.i uh n r.ll i ,r, and tel.posited in the ipost ofti., itr the ity" of New Oirlea;in. postarge pr.l.iitl. -r by ipretsllil.s unotite posted in theli or.iorat ion' headqliuarters for live dta -, prior thereto Tihe .:lh.ird of t;olvrnors shall annu:lly :it iit lirt n ilmtirng .liter electionl elt'ct trnl it , on% i rnul inr a l'Pre,ident. a i l.urn,.in oif the Boaird, a Tr.'aurer, a ssre.t.ir. : 4hlii:iirmzai of the lDraniatic i'oti:nittee. ii tiChairmaltln of the lPro.idu' .ing I'onntli.t,, :ild :t h a lilr :in of the . nh r.ll-r tiy il m tlell ell lt..e 'lhb. I:.,,rdi of *i;i.irnor. shall have polt.r and :t uhority, frol ltite tol time, to I tlire and appOilnt all sill other ofti Ss'r,, ag.ents and ut.ipl., ie.*, as mal y beh ie.ned inee.-: ry for the purpol. 'es iof ith c.irporatio i to rit thi. i plntiinsarlon .and .tlile th. dti0' nti of every ofticer and employ.'.. and all oftl,,*re and em I'loyes ,h:ail holts ofs,',. :alibd anpi' l ymlent at pil.asnre of itl., lioar d. AII'l E VIIIl. A.ll arts and obtliga tioins of this corporation shall be authen ti:cated by the .ignature of the President and Seu'retary. .1%:TI'LE.l IX. This :lt of hinlorpor ation mlly be aim.nde.u, alt,-re.d or changed by a vote of a imajority of all active lirlnt er pr.esent at a spetial ieeting icalled for the purpo.se, but only after notice given in writing at least ten (10) das beifore a volte is hiad upon the pro liosed amitendmlent. AiltTl'I.E X. Upon the dissolution of this corporation by the expiration of the term of this charter. or otherwise, Its affairs shall lie liquidated by three (3) conmissioiners to bie el.ected by the active tlenlbers of the corporation at a meet ing specially called for the purpose. Said co inilssion.-rs shall immediately prosied to wind up the affairs of the erlporation. aind. after payment of Its liabilities, shall distribute any funds re laining equally anmong all the members thereof. active and sustaining. ARtTICLE XI. No member shall ever be held liable for the contracts or faults of this corporation in any further sum than the lamount of balance that may hue dule on his dilues, nor shall any mere inifornality in organi atiin have the eff-..t of rendering this alt of incorpor ation null or exposiig any mnember to iany liaility heyond the amount of the unpaid balanoe due upont his dues. Should the nieibers fal to elect the Iloard of (Governors on the day herein before provided. the corporation shall not be thereby dissolved, but the Presi dent shall cause another election to be held :it an adjourned meeting. ARTICLE XTI. It Is expressly agreed and understood by and between the par ties hereto, acting as aforesaid. and it is declared and acknowledged to be a fundamnental rule of this corporation, to which each and every member thereof specially oblilgates himself, that upon the de"ath of any member. or upon his or her resignation, or upon his or her exclusion or expulsion. all right, title and interest of every kind or nature, that he or she may or might have in and to the cor porate property belonging to the said Ie Petit Theatre du Vieuxi Carre, shall ipso facto cease and determine. ARTI'iLE XIII. The following haill constitute the first Board of Governors of this corporation: Mrs. J. Oscar Nixon, Mrs. Abraham Goldberg, Walter B. Keif fer. Harold W. Newman, Henry L. Garic. Miss Zillah Meyer, Mrs. Christian Scherta. John W. Phillips, Miss Jessie E. Tharp. iGeorge GIalup. fIr. llamilton Jones, Mrs. tiRoblert RIobinson:; and Mrs. J. Oscar Nixon shall lie President: Mr. Harold W. Newmian. Chairman of the Itoard; Mr. lHenry L. thric.. Treasurer; Miss Zillah Meyer. Sec.retary: Mrs. Abraham tiold berg. Chairmanu of the IDramatic Com nmittee: Mr. Walter Keiffer, Chairman of the Producing Committee: Mrs. Robert tiuobinson. Chairnrust of the Membership Committee. The sutbserilters to this act of ne or porntion and their respnrtive -tddresses are: Mrs. J. lOPsar Nixon. 4 Ever' tt ilace; Mrs. Ahraham Goldberg. 1527 8ev entlih street: Mrs. Itobert Robinson. 26 Audubion place; .Miss J.ssie E. Tharp. -2ie2 General Pi'ershii:g street: John W. Philtlps. 2721 St. Charles auvenue; Henry IL. (:riae. 3.i Audutm n boulevard; liamil ton P. Jone.s, M. II., ?c.l Prytanla street; ilarold W. Newmnan. 61007 St. Charles ave nile; Miss Zillah M. Meyer. 9217 Birch street: Walter B. Kelffer. 18 Rosa Park. Thus done and passed at my office in the city of New Orleans. in the presence of Maurice It. Rooney and Ranul Sere, Jr.. competent witnesses, who have here unto signed their names, together with me. Notary, after due reading of the whole. Original signed : Mrs. James Oscar Nixon. Mrs. Abraham Goldberg. Mrs. Itobert Robinson. Miss .TJesalie E. Tharp. JohnI W. Piillips. Henry L. Ouarle. Ham ilton P. Jones. 'i. I.. Harold W. New nan. Mliss Zillah Meyer, Walter B. Keiffer. Witnesses: . . MAl'tII;E It. RTIONEY . RAOEL SERIE. JR. STAMPS FARRAR. Notary Public. I. the undersigned Recorder of Mort gages in and for the parish of Orleans. state of Louisiana. do hi.reby certify that the atove and foregoing act of incorpor ation of the Le Petit Theatre du Vieun (arre was this day duly recorded In my office in toik l268. Folio - New Orleans. May 26. 1922. ROBT. SCOTT. Dy. Recorder of Mortgages. I. the undersIgned Notary Public. do hi'reby certify that the above and fore going is a true and correct copy of the act of Incorporation of I0e Petit Theatre du Vleux (arre. of record and on file in my office, together with the certificate of the Iteputy iRecorder of Mortgages attrched thereto. New Orleatns. La.. May 26. 1922. STAMPS IARRAR. Notary Public. June 1-JTly 7