February 19. 19135.
CHARTER
OF "LOUISIANA IEALTIIATOBIUM, a
INC." t
STATE OF LOUISIANA, PARISH OF OA- a
LEANS. CITY OF NEW ORBIEANS.
Be it known, that on this nineteenth day
of the month of February, in the year of L
our Lord nineteen hundred and thirteen,
before me, Clifford M. Eustis, a notary pub
lic in and for the parish of Orleans, state
of Louisiana, duly commissioned and quail
led, and In the presence of the witnesses
hereinafter named and undersigned person
ally came and appeared the persons whose
names are hereunto subscribed, all above the
full age of majority, who severally declared
that, availing themselves of the provisions of
the laws of the state of Iouislana, relative
to the organization of corporations, they
have covenanted and agreed and do, by these
presents, contract, covenant and agree, bind
and obligate themselves, as well as such
persons who may hereafter become associ
ated with them, to form and constitute a
corporation and body politic in law for the
objects and purposes herelnafter stipulated
and under the following conditions, which
they hereby adop as their charter, to-wdtl:
dRTICLLl I.
The name and title of this corporation
shall be "Louisiana llealtbatortum, Incor
porated." Its domicile shall be in the city
of New Orleans, state of Louisiana, and It
shall have and enjoy succession by its cor
porate name for a period of ninety-nine years
from the date hereof.
This corporation shall have power and
authority to contract, sue and be sued in its
corporate name: to make and use a corpor
ate seal; to hold, receive, lease, acquire and
purchase real and personal property, also
to lease or sub-lease, rent mortgage or pledge
real and personal property and to borrow
money and Issue bonds, notes and other ob
ligations, and shall exercise all of the pow
ers and privileges granted by law to cor
porations of a similar nature.
ARtTICLE II.
All citations or other legal process shall
be served upon the president of this cor
poration, and in the event of his absence
or Inability to act, upon the vice-president,
or In the event of the absence or inability
to act of both, on the secretary-treasurer
thereof.
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 here
by declared to be:
To engage in the business of and carry
on, In the city of New Orleans and elsewhere.
a sanitarium for the care and treatment of
all diseases, Ill health, Infirmities, etc. In
conformity with the provisions of the con
stituted health and sanitary laws of this
city and state; to maintain and operate a
gymnasium and baths, physical culture ap
parati, electrical appliances and otherwise,
for the use and treatment of patients; and
to do and perform everything necessary and
proper or related thereto.
ARTICLE IV.
The capital stock of this corporation is
hereby fixed at the sum of ten thousand
dollars ($10,000 00), to be divided into four
hundred (400) shares of the par value of
twenty-five dollars ($5.00) each ;' the said
shares shall be Issued at par, full paid and
non-assessable, and which shall be paid for
in cash, or Its equivalent, at the time of
subscription.
Each stockholder who desires to sell his
stock, or any part thereof, must first give
written notice to the corporation of such de
sire, and allow same to be purchased by this
corporation at the book value. This offer
must be accepted by this corporation after
ten days of such written notice, and In the
event this corporation does not accept said
offer at the end of said specified time, then
the bolder of said stock shall have the right
to dispose of same on the open market.
This corporation shall be authorized to
commence business as soon as three thou
sand dollars of Its capital stock shall have
been subscribed for.
ARTICLE V.
All of the corporate powers of this cor
poration shall be vested In and exercised by
a board of five directors, who shall be stock
holders. Three directors shall constitute a
quorum for the transaction of any bustl
Mesa. The board of directors shall be vested
with full power and authority to make all
contracts, purchases and sales and adopt el
by-laws, rules and regulations for the go,
ernment of the business and affairs of this
corporation and alter, amend and change the
same at pleasure; to appoint, hire and dis
charge all officers, agents and employees, fix
all salaries, and generally do ann perform
all things necessary In the transaction of
the business and afairs of the corporation.
Any vacancy occurring in said board shall
be filled by the stockholders in the manner
as provided for ia the election of directors.
The first board of directors of this cor
poration shall consist of Frederick W. Gaul
den, J. Barr Jordan, Malcolm I. Pardee,
Clarence Weems and Charles A. Chandler;
with Frederick W. Oaulden as president,
Malcolm I. Pardee, as vice-president, and
Charles A. Chandler as secretary-treasurer.
who shall hold their offices until the second
Monday of January, 1914, or until their
successors are duly elected and qualified.
Oa te second Monday of January, 1914,
and anually thereafter, an election for
dlrectors shall be held at the office of this
segorste, aunder the supervision of three
commaloners td be appoainted by the presi
dent and the directors then elected shall
take their seats immediately and shall hold
office until their successors are duly elected
and qualited.
nach board shall elget its own ofcers.
which shall consist of a president, a vice
president and a secretary-treasnrer.
All corporate elections shall be by ballot,
and a ot of the votes east shall elect,
and eac share of steek shall be entitled to
n o e, l te d e persson or by v proxy.
rtt notieo of eletions shall be iven
to e stoekholder by the d*retary-treas
nrer, at least tea 4s prior to elections
The board of din shall have the pow
er to ae full paid seck of this eorporation
for cash, or ta pmet for services or labor
nderesd or dsdse e the ecornation, or Sor
preperty as b the corporation,
The seeretarr sier, shall keep a seat
of ooks the daly receipts and dis
bursements of t fnds of this corporation
ad shall make dily d aposits of recets
Isu ea h bank or beaks to be desigatd by
the board of directore. All checks or vouch
ere meed agarlst the funds of this corpora
tio shall be s.lgd by the presldent and
eettrentary.teranrt.
LETICLEN VII.
This set of tecorporation may be changed,
altered, modired or nmeaded, or this corpor.
atio 41dssolved, with the assen of three
fourths of the stock preent or represented
at any 8eral meetin of stockholders coan
n red tt at tesr se, after thirty d.ays
pr otie of suh meeti sall hav been
ie by pbiati n de of the dalye
OrWene, thre porloratn is drIng soveid
eitoer by Iatds ane oa its charter, or b oIn
rear ot her eapse, its staairs shall i
I additin by thn y otic In werstn to be a
emhted km l the ld , ata
meetlig therof conveed for that purpose
after tean prior ntie shall havw been
etoelhelder. lai comlsa oer shall re
man la o e nanl the affairs of said oe
porate all have been tfullsy liquidated. In
eaeof ~at d a c#r emestear, the sr
viors or arriver shall continue to act.
ARTICIU IX.
No stokholded of this orporation shall
ever be id liable aon apoible for the
emtreets or anutt erof in an frther
rm than the pla balance due to the eor
preatin t he share of stock owned by
.m o .~nor shaD nay mere nforteality
n e an en heseof have the efect of res
dulr t~ h sh, eert nanl or of expoun any
Tha.s den and passd i my ofc, a the
city of New Orleans, state aoresid, on tie
ten i the preseeo of William J. oden
wrtoml geo and rets of thi clty, who
hesntosbrlscrbe their unmes, together
afte due o the whle.
Origlial .: Chr . handler and
W e : John T, Feli andW. .
C. N. nuMIrI8, Net Pub.
(mnins da here that the above
and fre st 0 I eal e thei
iw a be ws this
bei et on t m t da o
-ed
edA ffl
gaulsatioa of corporations and Cecially e
Act 36 of the Session of 1888 and Acts 78 n
and 120 of 1904. they have covenanted and a
agreed and do by these presents agree, bind a
themselves, their accessors and form them
selves into and constitute a corporation for
the objects and purposes following, to-wit : a
The name and title of this corporation b
shall be "EAGLE CONSTRUCTION COX
PANY, -LIMITED," and under said corpo- e
rate name, it shall have all the npwera and y
authority granted by the laws ofthis state
and not expressly withheld therefrom: It e
shall have the power to sue and be sued, a
and all citation shall issue in the manner t
now provided by law or hereafter to be pro- a
vided; it shall have a corporate seal with e
power to amend the same.
The objects and purposes of this corpora
tlan are especially to bid upon, accept and t
execute contracts for work of all kinds and
in the performance thereof, the said corpo- r
ration shall have power to purchase real or
personal property and the same to hold at i
its convenience.
The domicile of this corporation shall be I
In the city of New Orleans, state of Loulsi
an The capital stock of this corporation shall i
be twenty-five thousand and 00/100 dollars,
divided In two hundred and fifty shares of
the per value of one hundred dollars each,
° and this corporation shall commence busl
ness under the provisions of the law.
F The powers of this corporation shall be
t exercised by a board of directors to be com
posed of three members, stockholders of the
corporatlon; the oficers of this corporation
shall consist of a president, vice-president.
d secretary and a treasurer and either the
said secretary or treasurer may be employed
and not be a member of the corporation.
d Mtre than one office may be held by one
0 member of the board. Officers and directors
e shall be elected immediately after the si;n
vlag hereof, anti annually thereafter on the
- second Monday of March.
In ail catses of absence, inability or non
performance of duty, the majority of tae
Isoard of directors are empowered to appoint
a successor to fill a abort term or for the
unexpired term of such oficer unable or re
fusing to act.
ThLq ctoporatlon shall exist for a term of
twenty-five years or until liquldated In the
ymanner provided by law.
r Any storuk ubscribed for and not paid
upon call made In writing in the manner to
be determined by a majority of the board
Sof directors shall be forfeited and a sub
scriber to stock In this corporation accepts
the same subject to this condition.
l,iqluldatlon upon demand of two-fifths of
stock Issued. No stock held as treasury
stock sold except upon vote of four-fifths of I
f stock issued, in meeting called for that pur
n pose.
Th. s done and passed in my office in the
s city of New Orlens on the day, month and
year aforesad,. in the presence of Olivia I
. Itinderle and E. R. Mabay. male witnesses
over the age of fourteen years, residing in
d this perish, who have signed their names 1
d with the said parties and me, notary, after
due reading of the whole.
iOrlginal signed) : Names of subscribers
3 and subscriptions omitted. (Witnesses):
d Olivia ltlnderle, E. It. Mahay.
W. W. Yot'No, Not. Pub.
I, the undersigned. recorder of mortgages,
,I in and for the parish of Orleans, state of
d Louisiana, do hereby certify that the above
r and foregoing act of incorporation of the s
" 'Eagle Construction Company. Limited." i
was this day duly recorded in my office, in +
Is book 10R., folio -.
(Signed) ExILI J. LEOIAaD, D. R.
(Seal)
A true copy of the original.
S e (Signed) WV. W. YTor.a,
(Seal) . Not. Pub.
inmch 13 20 27 apl 3 10 17 1913
CHARTER
OF TIIE "LOUIS GODIJSTEIN & SONS
o CO."
e UNITED STATES OF AMERICA. STATE
OF LOUIISIANA., ARlSlI OF OtILt1ANS,
CITY OF NEW ORLEANS.
Be it known, that on this 15th day of
y the month of March, in the year of our
t Lord, one thousand nine hundred and thir
teen, and of the Independence of the United I
States of America, the one hundred and
d thirty-seventh, before me. Edgar Mayer
1 Cahn, a notary public, duly commissioned
and qualified, in and for the City of New
Orleans. State of Louisiana, therein resid
Ing and in the presence of the witnesses
hereinafter named and undersigned person
x ally came and appeared the parties whose
names are hereunto subscribed, who de
Sclared, that availing themselves of the pro
visions of the laws of this state relative to
corporations, they have covenabted and
agreed, and do, by these presents covenant
r and agree, and bind themselves, as well as
r such other persons as may hereafter become
associated with them, to form and consti
tute a corporation, and body politic in law,
for the purposes and objects, and under the
stlpulations and articles and conditions, fol
lowing, to-wit :
AtTICLE I.
d This corporation shall be known as the
r "Ilouis Goldsteln & Sons Co." and its domi
cile shall be in the city of New Orleans, I
I, state of Louisiana. The president of the
r board of directors thereof, or in his absence.
I the vice-president, shall be the proper per
e son on whq n citation or other legal pro
I- ceas shall be served, and said corporation
Ii shall exist, and have and enjoy succession
d under Its aforesaid corporate name, for the
Stofull term of ninety-nine years from and
after the date hereof, and shall have power
s. and authority to contract, sue and be sued
a in its corporate name, to make and use a
corporate seal with such device, as may
, hereafter be determined upon; the same to
t, break, alter or amend as might be deemed
to proper; to make and establish such by-laws,
rules and regulations for the proper man
n agement and regulation of the afairs of
said corporation as may be necessary and
proper, and the same to change, alter and
- amend at pleasure; to borrow money, make
m notes, bonds or obligations and to tpledge
r Its capital stock; to hold lease, receive,
s ipurchase and convey as well as to mortgage
Sand hypothecate, under its corporate name,
property both real and personal.
ARTICLE II.
The objects and purposes of this corpor
atlon are to conduct and transact thesbusi
ness of wholesale dealers in dry goods no.
h- tions, furnishing goods and other articles
Sto take over, aequire, succeed to and con
Sduct the business and assets and good will
of the firm of Looluis Goldstein & Sons, of
New Orleans, La., and generally to acquire
and transact any other business Ineld -ntal
to or connected with the general olects
of this corporatlon as herenla set fortl.
ARTICLE III.
The capital stock of this corporation is
Shereby fied at the sum of two hundred
Sthousand dollars ($200,000.00), to be repre
Ssented by one thousand (1,000) shares of
preferred stock of the par value of one hun
dred dollars ($100.00) each, and one thou
sand (1.000) shares of common stock of the
per value of one hundred dollars ($100.00)
to each. This corporation shall be a going
concern as soon as sixty thousand dollars
($6)0,000.00) of its capital stock shall have
been suberibed for. The board of dlrectors
shall have the right to issue common stock
h for cash, or for services rendered, merchan
dise, property or other valuable eonsidera
tions, enuring to the corporation as they
- may see fit; but preferred stock shall only
ssue for cash payable at such times as the
be hard of directors may call for same.
a- ARTICLE IV.
- The other conditions, lmitations and pro
in visons under which preferred stock shall
be tisued are hereafter enumerated:
The holders of the preferred stock shall
be entitled to receivre out of the net profits
il of the corporation a faed dividend of seven
S(7) per cent, per annum payable quarterly,
s via: -st of IJanuary, April, July and Octo
Sher before an dividend ran be paid or set
y aside on or for the common stock for the
Speriod theretofore elapsed. The prinlcial
or par value of said preferred stock with
y cumulative dividenads thereon at seven ('7)
" per cent per annum from date dividend
should have been paid and arrears of later
eston such dividends as herelnater fixed,
shall be paid in full out of the assets of the
tcompany in preference to any of the corn
Smen stock. In tohe event of the liqauidation t
this corporation from amy cause, and before
any distribution tan be made of the eapltal
Samong the holders of the common stock.
udtldmds upon the preferred stock are
to be cumulative, nd beaer6 per cat iater
est from their maturity date, as herela pro
vidd, compounded annually, so that if for
any eriod or pertods the said dividends
are not pad the right thereto shall cuma
Slate agazst the common stock;: sad all ar
rears of sauch dividenads to cumalated and
Siaterest thereona as herein provided, mot be
Spaid before dividends can be paid on the
e amma stoc. The prefered stock shall
t e etitIled howevr to prtctpte in
1,any other addtional ears dividends or
ted ek to be etted with id
sha commeeaa ftsm the date et setal pay
meet of sek stock.
- The board e f diretrs shall have the
stock in whal or i art at ad time, and
fm tie to time-af ter o year om
the date et the charteet thepr o we
hndaredand ftteen dollars $l15J(IIIe)
share in addlti to the emulated dh
ends an lteret thereo, as hereinae
•o d S ucr. e tirement hall be at
-t ptl the eard ofI diretorsm a
holl a e pemerant sat e the
- fmunds; sa dn no ease ha sch
, Istane e en mesntres aar khme
em tthin esaerenh the
e be* e r
Is - U W.e -
ence of the board of ditrectors. Upon sac to
notice, all dividends, Interest and arrearq
shall cease with respect to such retired ti
stock. p
ARTICLE V. w
All the corporate powers of thibs corpor- qi
ation shall be vested in and exercised by a i
board of directors eleven (11) In number, hi
Ill of whom shall be stockholders, to be t
elected on the first Monday in April of each at
year. commencing with the first Monday of y
April. 1918. with the understanding, how- q
ever, that the first board of directors to be sa
selected by the stockholders under this char- a
ter as well as the first set of officers, there- a
of, to-wit: A president, a vice-president, a
a secretary and a treasurer shall hold of
fice until the first Monday In April. 1918;
on the date last named, said election shall h
take place and annually thereafter. d
Until the preferred stock shall have been h
retired in full, the common stock shall elect h
seven It) of these directors, and the pre- a
ferred stock four 14) of the directors. When a
the preferred stock shall have been retired d
in full, the common stock shall elect the a
entire eleven directors. Upon the signing of e
this charter, the subscribing stockholders d
thereto shall elect the first board of direc- c
tors to serve until the first Monday in April. p
1918, and said board shall thereupon, and c
from their own number, elect a president, It
vice-president, secreta;ry and treasurer, for
a like period. It shall be competent, how- o
ever, for the board of directors to unite any a
two of said oflcc In one person. Five .:. d
of said board shall constitute a quor:tm for o
the transaction of corporate business. Ii
AltTICtIE VI.
Said board of directors shall remain in a
office from the date of their election, for the f
term of their respective offices. or until their t
successors have been chosen and qualitied. h
The election for directors sthall be by ballot, h
and the majority in amount of stockholders b
voting wihether in person or by proxy, shall ii
elect the persons for whom they are cast. o
Each share- of stock voted upon, whether 1i
common or preferred, to he counted for one a
vote. After each election, the board so J
elected shall elect from their own number
the officers above named. p
The board of directors shall give at least O
ten days notice by mail of the election of II
directors, and shall appoint one or more o
stockholders to preside at such election, d
Any failure from any cause whatsoever to
-elect directors on the day named for that
purpose, shall not dissolve this corporation, b
but the directors and officers then in omce a
shall hold over until their successors are c
chosen and qualified. I
The board of directors shall have full
power and authority to fill vacancies In 1
their number, caused by death, resignation c
or otherwise. The said board Is further f
authorized to frame and adopt such by-laws, C
rules and regulations as the affairs and bus
iness of the company may require, and It t
may detem necessary, for the conducting and
management thereof, provided the same does I
not conflict with this charter, and the laws
of the state of ILoulsiana, and those of t
the United States; to name and appoint I
managers, fix their compensation and terms I
of employment, as well as other agents and e
employees, as In its discretion may seem fit
and proper, as well as to fix the salaries t
and terms of employment of all other om- -
cers and employees, clerks and assistants.
The board of directors are specially vest
ed with the power to acquire and purchase I
such property or business or good will, or e
all of these from individuals, firms, or other I
corporations, as said board of directors may
deem advisable and proper and at such I
prices and on such terms as they think best, I
andi to pay therefor in the full paid com
mon capital stock of the corporation. This I
tower to purchase and acquire to be exer
cised by said board without the necessity t
of referring to the shareholders for au
thorization. I
Htolders of preferred and common stock
may vote at all stockholders' meetings. ,
either in person or by proxy, each share cast I
to be counted for one vote. I
ARTICLE VII.
This charter may be amended, modified.
or altered, or this corporation dissolved, at
a general meeting of the stockholders con
vened for that purpose with the assent of i
the mijority of the stock which may be is- I
sued present or represented at such meet- I
ing. Thirty days notice of such meeting e
shall be given by mail to the stockholders
of record. In case of dissolution or ter- I
mination of this corporation, the liquida- I
tion of its affairs shall be conducted by i
three commissioners selected in like man- c
ner and by like vote, and assent at a meet- I
ing called as above for that purpose. In t
the event of the death or resignation of any I
of said commissioners, or vacancy occurring e
In their number from any cause whatsoever, I
the two surviving commissioners shall have e
the full power to proceed with their func- I
tions or fill the vacancy, as they may elect.
ARTICLE VIII. I
No stockholder shall ever be liable or I
responsible for the debts, contracts, or faults I
of this corporation, for any further sum I
than the unpaid balance dlue on the sharese
of stock subscribed for by him or owned by I
him; nor shall any informality in the or. I
ganization have the effect of rendering this
charter null or of exposing a stockholder to
any liability beyond the amount of the un- I
paid balance on his subscription to the I
stock.
ARTICLE IX.
Should any stockholder or stock-owner,
- common or preferred, desire to sell or dis
c pose of all or any part of said stock, or
a relinquish his Interest In the corporation,
D or desire to terminate or dissolve the same,
I he shall first tender such stock through the
r board of directors of this corporation, for
I purchase, to the other stockholders, and
i the other stockholders shall have the pre
r ferred right for ten days to purchase the
stock so tendered, as the price shown by
I the books of the company. All stock issued
, or to be issued shall be subject to the fore
Stoing provision.
SARTICLE X.
SThe capital stock of this corporation may
b he increased or decreased on complylng with
a the requirements of the law, and with such
s by-laws as may be consistent with the law,
I, as may be hereafter adopted by the board
e of directors.
S ARTICLE XI.
Thus done and passed In my ome on the
day and date first above writen, In the pres
ence of Messrs. T. A. Sehuber and W. Con
kerton, both competent witnesses, domicill
ated in this city, who signed these presents
Itogether with the partles, and me, notary,
after a due reading of the whole, the par
ties hereto also amaing oppolsite their re
I spective names their respective subherlp
Stions to the capital stock of this corpora.
Stion which shall constitute the original sub
ii scription list of stock subscribed In this
Seorporation.
Original signed: (Subaerlbers' names and
their respective subscriptions.)
Witnesses: T. A. Behuber W. Conkerton.
d EIDGAR M. CAIIN, Not. Pub.
State of Louliiana, Parlsh of Orleans.
I, the undersigned recorder of mortgages
Iof the parish of Orleans, aforesaid, do here
I- by certify that the above and foregoing act
e of incorporation of the "Loulis Goldsteln &
i Sons Co." was this day recorded in my of
n Ice in book 1088, folio -.
5 Witness my hand and ofclal seal this
e 20th day of March, 1912.
S (Signed) I9MILE LEONARD, Dy. R.
k I certify that the foregolring is a true and
I- correct copy of the original act of Incor
- poration, and of the certlficate of the re
V corder of mortlages thereto appended, with
7 the exception, of the names of the subaerib
Sera and the amounts of their respective sub
scriptlons,
New Orleans, La., March 20th, 1915.
(Sig1ned) DGAR M. CAIIN
I (Seal) Notary Public.
march 27 apr 8 1 17 24 may 1, 13
SOHARtTER
a OF THE RED GUM LUMBER COMPANTY.
r, UNITD STATES O1 AMIICA, 8'IWDT
SOP UOUISIANA, PARISH Or ORLIAN,
t CITY OF NEW ORbOANS.
e Be it known, that on this twenty-fourth
i day of the month of Mareb, In the year
h nlneteen hundred and thirteen, before me,
Carles Bosen, a notary publc, duly com
d missioned and qualife, In and for the
above pariah and state, and In the pres
Senee of the witnmesses hereinatter named and
e undersigned, personally came sd appeared
. the persons hereinafter snbscrlbed. who de
SIclared that, avalling themselves of the laws
r of this state, relative to the organiation of
ei corporations, In such cases made and pro
.l vided, they constitute themselves, their as
. socIates, sucemsors and assigps, a eorora
r. tion unoader the atipulations herein set forth,
> which they adopt as their charter, to-wit:
Ir ARTICIU L
I The same sad title of this eorporation
5. shall he The 3*d Gau Luomher Compay
r- and it sa enjo succession for ninety-nlI
Syears fror this date, and shall have for the
t prpom o the blusiness to be earried on by
SIt, an t powers conferred by law upon
II ceeporatlous, inenudng the power to on
i tact dshts, borrow money, issue notss and
ar other obltigatona, and to purchase, lease,
. sell mortgg, Pesi, aeehane and othe.
wJim aeooIra, ·emrtt os dpose of prop.
th o Its b; O e n straeue msad
aIhe sed; to make or use, it it ee desire, a
- eorporate al, and the ame to heak or
Salter at pleamure; to make by-laws for Its
* government and the same to alter, emeed
eor repal at pleasure; to name and plog
l and Saserally t exerese all the powers a
t essary or eauvealent to carery ona sid bus
1 The dsandles e this sesentl ha I hle
in eae t his asum r dn isaehI S. the
mentarytZI£3sex
miTh We-·--· mi peiam *4 Sb ee
flir ?aa hr nb9 - y
to hy, se.. ort., maufture and other
wise deal in e gum and other lumber and
timber and other forest products, whether as
principal or agent, on commission or other
wise ; to own and lease and otherwise ac- .
quire and operate sawmills or manufactoriesl
in connection with the lumber business; to a
buy and sell, and otherwise acquire real es
tate and tfitber lands; to own and lease p
and otherwise acquire and operate lumber c
yards; to own and lease and otherwise ac- t
quire and operate railroads, tramways, es p
sels or other conveyances In connection with a
any of the above and foregoing businesses; a
and to do any and all things connected with s
and Incidental to said businesses.
ARTICLE IV.
The capital stock of this corporation is o
hereby tixed at the sum of fifty thousand
dollars, divided into and represented by five I
hundred shares of the par value of one t
hundred dollars per share. This company r
shall have the right to commence business I
and be a going concern when ten thousand
dollars of the capital stock shall have been
subscribed. All stock shall be paid for I
either in cash or property received or labor 8
done at such time and upon such terms and
conditions as the board of directors shall
prescribe. The capital stock may be in
creased or decreased in accordance with the
laws of this state. All transfers of stock
shall be made on the books of the company
on the surrender of outstanding certificates
and pursuant to such rules as the board of
directors may prescribe, and no certificate
of stock shall be issued except when paid
In full as above.
No stockholder shall have the right to
sell or dispose of his stock without first of
fertng it in writing for fifteen days through
the board of directors to the other stock
holders in proportion to their respective I
holdings, at a price not in excess of the
book value as of the date of such offer; and
if any stockholder refuses to purchase, the
othetrs shall have the right to buy the same
in proportion to their respective holdings;
and all stock shall be issued and held sub
Ject to'this provision of the charter.
The corporation shall have toe right to
purchase any business within the purposes
of this corporation and pay for same either
by cash or in stock of the corporation or
otherwise as the board of directors shall
decide.
ARTICLE V.
All the powers of this corporation shall
be vested in and the business and affairs
shall be managed by a board of directors
consisting of three stockholders who shall
be elected annually at a meeting of the
stockholders held on the first Monday of
SMarch of eacu year, except the first board
t of directors who shall hold office until the
Stfirst annual meeting which shall take place
on the first Monday of March, 1914.
All elections shall be held by ballot at
t the office of the company under the super
I vision of two commissioners to be appointed
s by the board of directors. Notice of such
a meeting shall be given by the secretary
f treasurer in writing, delivered to each stock
t holder In person, or malled to his last known
s address, at least ten days prior to such
I election, or by one publication in a daily
t newspaper In this city at least ten days prior
% to such election; but this notice may be
. waived by all the stockholders.
At all such elections and at all meetings
of the stockholders, every stockholder shall
e be entitled to one vote for each share of
r stock standing In his name on the books of
r the company at the date of such election or
r meeting; said votes to be cast in person of
by written proxy, and a majority of the
votes cast shall elect.
The failure to elect directors at the an
s nual meeting shall not dissolve or affect the
corporation, nor impair its management in
any respect; but the directors and officers
shall remain in office until their successors
are elected and qualified.
k The board of directors shall elect as soon
i as possible after their own election, and
t from their own number, a president, a vice
president and a secretary-treasurer, and may
grant to each officer such powers as they
- deem proper.
t All vacancies In the board for whatever
. cause shall be filled by the remaining direc
f tors. Any member of the board may ap
point any other stockholder his proxy to at
tend any meeting and act in his place and
stead.
a The board of directors shall be vested with
full power and authority to make all con
. tracts, purchases and sales, and to make all
P by-laws, rules and regulations for the con
- duct of the business of the company, and
the same to alter, amend, or repeal at pleas
2 ure: and the board may, from time to time.
P name and appoint all such officers, agents.
t servants and employees as they may denc
necessary, and shall have the power to fix
e and define the duties of every officer, agent,
servant and emproyee.
All checks of said company must be
signed by the president or vice-president.
r and by the secretary-treasurer and in case
a of the absence or disability of laid secretary
a treasurer, by said president and vice-presi
a dent. All notes and other evidences of in
y debtedness of said company must be signed
by the president.
a ARTICLE VI.
a Whenever this corporation shall be dis
solved either from limitation or otherwise,
e its affairs shall be liquidated by two com
missioners to be appointed from amongst
the stockholders at a general meeting of
the stockholders convened for that purpose,
of which meeting notice shall be given in
r the time and manner provided for stock
holders' meeting in Article VII of this char
' ter, and a majority in amount of the capital
e stock represented at such meeting shall be
r requisite to elect. Said commissioners shall
remain in office until their affairs are fully
liquidated. In case of the death, resigna
tion, or Inability to act of tther of said
y commissioners, the vacancy shall be illed
d by the stockholders after similar notice,
until which time the survivor shall con
tinue to act. The said notice may be
waived by the unanimous consent of all the
stockholders.
ARTICLE VII.
h This act of incorporation may be modified,
changed or altered, or said corporation may
be dissolved with the assent of three-fourths
of the capital stock represented at a gen
eral meeting of the stockholders convened
for that purpose, and after notice shall have
been given in a daily newspaper published
Sin this city once a week for thirty days pre
ceding the meeting. The said notice may
be waived by the unanimous consent of all
the stockholders. Any change made or pro
Sposed with reference to the capital stock
-shall be made In accordance with the laws
of this state on the subject ot altering the
Scapital stock of corporations.
ARTICLE VIII.
s No stockholder shall ever be held liable
for the faults or contracts of said corpora
d tion In any further sum than the unpaid
balance due to the corporation on the
Sshares owned by him, nor shall any mere
ilnformality In organisation have the effect
of rendering the charter null or exposing
· any stockholder to any liability beyond the
, unpaid balance due on his stock.
tARTIOLE IX.
SThe frst board of dlrectors shall consist
Iof Sgismund 8. Levy, Horace B. Turner
and Alcide J. Guesnon, with 81gisunnd 8.
Is Levy, president; Horace B. Turner, vice
president, and Alclde J. Guesnon, secretary
L treasurer.
d The subscribers hereto have respectively
Swriltten opposite their names the amount of
. stock owned by them in this corporation, so
h that this act of incorporation may also
serve as the original subscription list of the
corporation.
Thus done and passed at my office In
the city of New Orleans, in said state, on
the day, month and year herein first above
written, In the presence bf Messre. Zachary
Adler and Thomas A. Tabary, eompetent
witnesses, of the fnll age of majority and
residents of this city, who hereunto sign
their names with said appearers and me,
* notary, after renadng of the whole.
SOriginal s1nedS: 8. Le y, 74 shares:
*E. B. Turner, 25 shares; A.J. Guesanon, 1
Sshare. Witnesses: Zachary Adler, T. A.
Tabary.
SCIALE BOBESiN,
S(Seal) Notary Public.
I, the undersigned recorder of mortgagee
Sin and for the parish of Orleans, state of
SLouisiana, do hereby certify that the above
d and foregoing act of incorporation of the
Red Oam Luamber Company was 'this day
Sduly recorded in my omce, in book 1088,
Sfolio -. New Orleans, March 25th, 1913.
S(Signed) EM~LE LEONARD, Dy. .
SI hereby eertifiy that the above and fore
. going I a true and correct copy of the orli
h, nal on ile and of record nla my eM*e in
this city.
Witnes my hand and seal of oice this
a 25th day of March, 1913.
r, CIhILEDS ROBEN,
S(Seal)- Notary Public.
· march 2 apr 3 10 I1T 24 may I
5- CHARTER
idOF T JTFFIRBON SHlL a CON.
S TRACTING COMPAN&t.
r UNITND STATES OF .AMER STATE
O CITV 0O NWl OIOLUJNO
SBe it nown that on this 29th day of
the math It aarh t the year of oar
mlarone.theassd nIne hundred sad thir
d th ((15?) before se, Arther
B as la s e the insd nt
i rleans, stae oflaoluana, duly
commiserl s sad qualldad and to the pres
5enee of the witoesees hereiater amed and
undersiged, persmally ears sad appeared
the pesas whose nasmes are hereunto su
- the perviesees a the meeual laws of thi
-" etate dlatieto t Sp fematiesm e er
for the set -e and a d the
k hore ater eat
be eheatea, t.tei
! &~55 o
ARTICLE I.
The name of this corporation shall be
"The Jefferson Bhell & Contractin Com
pany," and under its corporate name it shall
exist and have succession for a period of
ninety-nine (99) years from date hereof,
and It shall have and exercise for the pur
pose of its business, all the powers, rights,
and privileges conferred by law on similar
corporations, and it shall be and It Is fur
ther authorized and empower-ed to do and
perform any act or thing and conduct any
and all business usually connected with
and pertaining to the affairs and business as
set forth in Article Ill of this charter, which
is not specially prohibited by law.
It shall have power ant authority to hold.
own, receive and purchase and lawfully ac
quire by deeds of conveyance, contract,
lease, rental or in any other lawful manner
the title and ownership to all property,
real, personal and mixed, and likewise with
full power and authority to alienate, dis
pose of, lease, rent, sell, convey, mortgage,
hypothecate, pledge or otherwise encumber,
its franchises and property, real, personal
anti mixed, or any part thereof.
It shall have power to borrow money, and
to Issue notes, bonds and other evidences of
indeb,tedness from time to time, and to se
cure the payment of the same or any part
thereof, by pledge. hypothecation of prop
erty, or by mortgage or other evidence of
lieu-n placed upon its franchises and property,
real, personal and mixed, or any part there
of.
It shall have power to elect officers and
directors, to namte and appoint its managers,
agents and other employees, and to fix their
compensation and to discharge the same at
will; to establish and adopt such by-laws,
rules and regulations as may be deQemd ex
pedient and proper for the conduct and
managem-ent of its property anti business,
and the same to alter, atmend and abolish
at pleasure: to make and use a common or
corporate seal andi the same to break and
alter at pleasure, and generally to do and
perform all acts and things requisite and
necessary to carry out the objects and pur
poses of this corporation.
ARTI4'LE II.
The domicile of this corporation shall be
In the city of New Orleans, state of Loulsi
ana. and all citations and other legal pro
I c,,ss shall be served on the president, and
in his absence, on the Vice President, and
in the absence of both officers on the sec
retary of this corporation.
ARTICLE Ill.
The objects and purposes for which this
I corporation is organized and the nature of
the business to be carried on by it are
I hereby declared to be:
1st. To purchase, rent and build, operate
e and sell and lease for operation, ditching
e machinery, dredges, barges, towboats and
water craft of any kind or nature.
t 2nd. To enter into contract with Indi
viduals, firms or corporations for the con
" .truction of such canals, levees, roads.
h bridges, ditches, dams, pumping plants and
power stations as are necessary or conve
nlent in connection with the reclamation of
a property owned or controlled by such lndi
b victuals, firms or corporations.
Y 3rd. To acquire, reclaim, Improve and
r cultivate landed property.
e 4th. To acquire by purchase or lease,
operate. sell or otherwise dispose of in and
A every species of property, real and personal.
I1 necessary or convenient to be so acquired
,f and used.
I 5th. To do a general contracting business
r In the purchase and acquisition, lease and
t sale of shells, gravel, sand, stone and other
e materials of a similar character and to hold
ani exercise all such Incidental powers and
i- privileges as relate to the business and pur
e poses herein above set forth, or that may
a hereafter be conveyed by law upon this com
a pony or companies of similar charace" :
s and to do In and all things necessary and
properly to carry out the business of this
n corporation as herein set out without fortaer
d authorization from the shareholders.
SARTICLE IV.
v The capital stock of this corporation is
y hereby fixed at and declared to be the sarm
of tlfty thousand dollars ($5.io,00i , to :,,
r represented by five hundred (500) shares of
one hundred dollars each.
The company shall commence business and
become a going concern as soon as thirty
d one (31) or more shares have been sub
scribed.
h The shares of the capital stock of this
corporation shall be paid for In money, or
1 for labor done or services rendered, or such
shares as may be issued or delivered and
d for other property rights and franchises to
be taken, accepted and received by the cor
poration for its corporate purposes, at such
valuation and upon such terms for said
a shares as the board of directors may deter
mine and direct from time to time to be ex
pedient. The capital stock of the corpora
tion may be increased or reduced by puo
ceedings taken in the manner prescribed by
law.
' The shares of the capital stock of this
e corporation may be issued for money, for
labor done or services rendered, or for
other property rights and franchises, which
may be thus paid for or exchanged and made
over to the company. The valuation of any
and all rights, contracts, labor or servi:es,
and property movable, immovable and mixed,
I corporeal or incorporeal, accepted and re
Sceived by the corporation for its corporate
r- purposes in payment, exchange or other
t wise, for any of the shares of capital stock
of this corporation and fixed by the board
, of directors upon such terms and oonditions
n for the issuance of such shares of stock,
t shall be conclusive evidence of such valua
r- tion: and any and all persons, partnerships.
Ii associations, corporations, stockholders ,a
C creditors dealing with this corporation, are
iI concluded thereby, and any and all persons,
Y partnerships, associations, corporations.
I- stockholders or creditors dealing with this
d corporation hereby waive any rights or
'd cause of action against the original or sun
e, sequent owner or owners of such shares of
'- the capital stock issued to it him, her or
We them in payment or exchange for labor done
ie or services rendered, or for such rights,
franchises, credits, contracts and property
valued by the board of directors as afoe
I, said; and each, every and any and all con
y tract, contracts or undertaking made by or
is entered into with this corporation shall be
a- subject to this provision of this charter.
d All of said stock shall be full paid and
re non-assessable when issued and delivered,
td and transfers thereof shall not be binding
e- on the company unless recorded In Its books,
iy and shall be further subject to such rules,
11 regulations and conditions as the board of
o- directors may prescribe.
SARTICLE V.
cs The corporate powers of this corporation,
ie including the powers to make and amend its
by-laws, and the management and control
of Its affalrs, shall be vested in and exer
le cised by a board of directors composed of
a. not less than three (3) or not more than
Id ive (5) persons, who shall be the holder of
· at least one (1) share of the capital stock
r of this company, a majority of whom, rep
et resented either in person or by proxy, shall
ag constitute a quorum for the transaction of
ze all business.
Any director in l absence from any
meeting of the board of directors shall have
st power to appoint in writing another director
or atockhbolder as his proxy, wita tfull power
Sto act in his stead at such meeting.
The directors shall be elected annually
by ballot by the holders of the stock, 'n
the first Tuesday of January of each year.
iEach bolder of stock shall be allowed to
vt ote In person or by written proxy, one vote
for each share of stock owned by him 4-id
Sall eeletlons shall be held under such rules
Sand regulations as may be adopted by the
Sboard of directors. The directors thus elect
In ed shall continue In ofce for one year and
until their successors shall have been - ily
Selected and qualified. Any fallure to elect
'e osers or dreotors shall not be regarded
as a forfeiture of the charter. Any vacancy
Soccurring on said board of directors shall
id be filled by the remaining directors from
a mong the stockholders tor the anexpired
e, term.
The following persons shall be and con
stitute the first board of directors: Charlres
1 D. Warren, Otto T. Maler, Edmund Bristol,
Leo A. marrero, E. Howard MoCaleb, a ma
jorIty of whom shall constitute a quorum,
with Charles D. Warren as president Otto
c T. Maler as vice-president and E. Howard
MaCaleb as secretary, who shall be the om
esrs of the corporation and shall serve until
e the regular meeting on the first Tuesday of
IJanuary, 1914, or until their successors
have been elected and anallfed.
ARTICIl VI.
The liability of the steckholders of this
corporation for the contracts or faults of
Sthis corporation Is limited to any unpaid
Sbalance that may be due by them respect.
tvely on their subcrlptionas.
No mere informality in this nat of incor
is poration hall render this charter void, or
expose stockholders to lilabilty beyond the
amodht of theTir uaids rptions,
This charter may be ameuded, or this cor
poratlon may be diasolved with the amseut
of the stockholders holding a majority of
the outstandling stock, at a.general meeting
convened for that prpaose, ad at least teon
(10) da otce shal hae been given to
the stoholdrs, through the mall and d
dressed to their last known respective plaes
oft bmsiness.
In case of dissolution by the expilrtloe of
this charter or otherwe, the afhalrs of
r tl earporation shall be liqu idsted bythree
S() stockholders to b elerted at the meet
ing orderlng such laolsntion.
d "is chIter ami serve as the original
tass corporation, lthe undarsigd bein the
nmber of shaes oppostle their repective
sme
Thus dae and ianed, in my ede at New
Q Orlean, Lou , on the day ad date
: hereln;sbre fnttet:nd in the l of
Lali P. Bryat sad John W. .J*, L
afterd: red 1. nagr ·rte whle
,.;,,~ Rtm~a el~r
In An Emergency- Telephone
THE TELEPHONE is the first to summon aid in acci
dent or emergency. It is invaluable at the time when assist
ance is needed at once. Your first thought should be "TEL.
EPHONE"
In every-day life, emergencies may arise that demand
quick and effective action. With a telephone in your home you
are prepared to send for assistance by the quickest route.
Doctor, druggist, police, fireman-all are within instant
reach by telephone. In fact, nearly everyone whom you wish
to reach quickly should have a telephone.
THE TELEPHONE HAS ALMOST COUNT
LESS USES IN "EMERGENCY VALUE."
Cumberland Telephone
S 1 and Telegraph Co., Inc.
The Murry Hill Buffet J.- . Vezien
Short Oder Lunches a Special ines Liquors.
Open After July Ist. 1912
507i511 Pattereon Street
SFOR YOUR
Comfort and Convenience
OUR ELEGANT AND COMPLETE LINE OF CABINET, ELEVATED- .
OVEN AND STANDARD RANGES NOW ON DISPLAY AT OUR
SALESROOM. INQUIRE ABOUT OUR NEW CIRCULATING WATER
HEATERS.
N.O.Gas Light Company
"I
E. J. MOTHE
UNDERTAKER AND EMBALMBR
Phone, Algiers 29. No. 222 Morgan Street
Move Into a Wired House
When looking for a house with all modem improvements, see
that it's wired for electric light-it is as essential as the plumb
ing.
A House Wired. for
Electric Service
affords conveniences and comforts not obtainable otherwise
electric light, electric heating and cooking, the use of electric
fans and other things electrical. All useful, labor saving and
economical.
If the house you like is not wired, ask the landlord to have
it wired-he will do it without fuss or bother to yo, and at
moderate cosrt to him.
r Algiers Railway & Lighting Co.
OTTO T. MAIER, Vice Pres. a Gen'I Mgr.
CHAL W. FORD, General SuperlIntendent
DRINK
Louisiana Pilsener Beer
4 New Orleans Brewing Co. Telephim, Jackem 212
When in Need of
CUT FLOWERS
WEDDING BOUQUETS AND
FUNERAL DESIGNS
Virgin
Can 8uply TYo Promptly
T*lephen4 Write or Wire
838 Canal St.
Phoan Main II7 New Orleans
The Gessner Co.
611 Canal Street
New 'Orleane
SOCIETY STATIONERS AND
ENGRAVERS
Pere Mats 3823
I, the underslged recorder of mortgaaes
I3n ad for the arsh of Orleans stat o
Louiana, do ere certify that the above
and foren sct of Inorpaportlon of the
Jeeson-bell & Contracting Co was this
day recorded in my sdice boo 10, toll
N.New Orle a., Ma h 91, 19.
II o reby certify that the above and
forfg Is a true and crrect cop of
charer of the Jefers Shelon Cotractag
Company, passed before me on March 211
191i, withl the exceptiom of the mamae o
the sb.er~ber whose namses are umittae
frem this epy.
Witssy sad seal of asOPOI
614- M at1s- 1 ias e
What we advertise is so.
A Good
Argument!
It we supply tty per cent
ot the little boys of New
Orleans with their clothes,
Isn't this Just as good a plan
for those little Algerians?
KNEE PANTS, SUITS...$2 up.
KNEE PANTS.........60o. up.
Mayer Israel & Co.,
714716 CANAL STREET.
MI AbaUl & Bro., Ltd.
Dealers l.
Groceries
lI Weshm PreIm,
PELICAN AVE., Cer. Verret St.
ALGIERS, LA.
Sierra Bros.,
-DIALRS IN
GROCERIES
IMPORTED WINES, LIQUORS,
CGlARS, TOBACCO, ETC.
lssvele St. " Opelssas Ave.
ALIEAS, LA.