The New Orleans Democrat. (New Orleans, La.) 1875-1876, 1875-12-21

whole number Of said managers object 10 a,ieh
sa, T.. ana ,roilster then the snme cannot be sold
10 tne party wishing 10 purchase The coDgen
| or refu5nl IT the managers must DO in writing
! ana ieposited with the persons ~ ose duf Il
may DC 10 mako OF allow the tftnafpr 80 be m lda
| on the books OF the corporation, such wa ten
| eon ent o. refusal must contain the full nAni OF
me stockbQider the number Of shares ne lro-
poses " sell or transfer the fill name and asi-
denee of the propos d transleree And the pfice
| OF the stock. all such Wit consents or r. u
sails shall be preserved amcne the archives of tlie
corporation Tor future reference.
ARTICLE xI.
The original subseribnrs to tho stock Of This
corporation shall at all times have the refusal of
any and ~ stock proposed IT, be sold or trans-
ferted ut tho proposed price and terms thcrgnf.
| and after the refusal or neglect Of the original
subscribers to become the purchasers of such
stock. then those who have become subscribers
to Or owners Of the stock subsequent IT, The for-
nation of this corporation shall have the r. fu-
sal ot Inc stock proposed 10 be sold, upon tho
ARTICLE XII.
Tho stock shall be transferred only. an Tho
books Of the corporation and the aaTl. ,ale Or
the price thereof eongftt 10 be trauAferrs sia1
be liable Tor Gil demands ot the corporation Of
what nature s9cver, whether eXigibi9 or not,
against my and every stakeholder proposing 10
sell or transfer his stock the stock Of nucl aud
every stockhoder shall stand pledged I the or
potat1on ior all demands or claims a hrrcinte.
hold against each and every stockholdor, and tho
Substance of this article shall be written or
printed on the face of each certificate Of stock.
ARTICLE XIII.
The corporation shall be- managed govorned.-
controlled carried on and conducted by board
consisting Of five managers. to hr taken from
among the stockholders. No one can be lman.
ager unless he owns ono or moro full shares Of
stock Of ths corporation. This Board of Man
ayers shall elect one out Of their own number ~,
President Of said board. who shall hold his oIice
for one year. unless sooner renewed. A mnlori-
ty Of the whole number II managers may at any
time remove their President. and Immediately
elect another from their own number in his siead
The Board ot Managers shall have The right to
enaci such rules and bylaws for their ,ovcrn-
men ~ thcy may deem right and proper, pfa,-.
vded the same do moi Violate the provisions Of
ll,i4 charter, tho constitution and laws Of this
State or the United States
ARTICLE XIV
The Board Of Managers may distribute tho
duties 10 be performed by thcm among their
own number AZ they may doom right and proper
The said board may ongngc the services Of ,'uch
employees and subordnaes. or either IA they
may deem necessary and proper to carry on Tho
business Of the corporation al 81 whom shall
be known by such names as the Board Of Mnna-
gers may assign 10 them or each Of them and
all of whom shall hold their respective positions
during tho pleasure Of said board
ARTICLE XIV
The Board Of Managers shall meet monthly
on such day and hour ~ the board may dos T.
nate to transact the business Of the corporation
And three mombers thereof shall constitute %
quorum for b'isnoss, majority Of whom shall
control. The president of the Board Of Managers
or any two members Of the board. may coll Tho
board together whenever theY may dyom il Me-
cessary aud proper for the interest Of the cor
poraiion to do SO.
ARTICLE XVI
Tho president Of the Bonrd Of Managers or
tho person representing such prcsidsnt shall bo
the proper party upon whom judicial bros ss
and all other notices shall be served.
ARTICLE XVII.
Should The president OF tho Board Of Managers
be absent sick or otherwise disqualified to At
tend 10 the business ri the corporation then tbe
board shall designate some other member Of
their body TO act rs president pro tcmporo.
ARTICLE XVIII.
A regular set Of books IF account shall bs
kept. in which ~ the business II the c9rporut on
shall I,e regularly entered. Said books and all
receipts and vouchers Of the corporation shnlIth
all proper times be open to the inspection Of any
stakeholder OF said corporation.
ARTICLE XIX
All the funds Of the corporation on hand al,alI
be kept in some Incorporated bank doing buej-
ness in this city and no money shall be drawn
therefrom except upon the check Of the presi-
dent Of the Board of Managers, eouaersgnodby
surplus funds belonging 90 the corporation shall
be loaned out on interest and secnredly first
located in this city, worth double tho amount
loaned,
ARTICLE Xxx.
No dividend less than Ave per cent upon tho
amount OF stock actually subscribed and taken
shall ever be made. dividend not less than
herein above stated may be declared whenever
may consider it for Tho interest Of the corpora
ton to do 80, but no dividend shall ever BE- de-
clared until the whoie amount of stock shall b.
made equal to par, and in aseeraning the Iar
value Of the stock. the property Of tho corpora
ton real, personal and mixed, shall be -
timated at its actual cash value and no more.
ARTICLE XXI
Receipts or vouchers shall be taken and care
fully preserved for all moneys paid out. Said
receipts shall contain the name and residence Of
the person to whom the amount WIS paid, and
also the purposes for which II was paid
ARTICLE XXI.
oil th,
Board Of Managers. viz d. Warren Brickell.
Henry =, Ogden. Eugene Waggaman Thomas
G. w. Ellis and Edward Booth. The said board
shall have power to al all vacancies that may
occur therein. except "a hereinafter stated. BY
n vote of ihree-fourths Of the whole number Of
managers any member Of their board may or
cause be expelled, and lbe reasons for such OK
pulsion must be assigned IN writing, and the
accused furnished with y duly certified copy
trial and every reasonable and proper opportu-
nifty Of defending himself
ARTICI Il XIII.
Tho stockholders may by Il vote of q majority
in number and amount Of the whole nuf1,f 81
stockholders remove from office all the WauastrB
or meinber or members thereof. and elestan,w
board or fill the places vi those removed.
ARTICLE XXtV
The said corporation, through its managers,
shall have tho right 10 acquire al properly, real,
personal aud mixed or either whielr may be
necessary 10 enable it 10 curry on It's legitimate
business operations. ami it may in the Same
manner acquire property upon which the cor
poratlDn has u mortgage or zen rs security or
otherwise In order thus to protect and secure
the interest Of said corporations And the said
corporation shall also have the right. through
It's managers, TO mortgage. pledge or sell1t5
property, real, personal and mixed.
ARTICLE XIV.
All meetings Of the stockholders shall be held
after twenty days advertisement in u conSpicn-
GUS part 81 the paper published by the corpora
ton; in dctnut Of such paper then in some
other paper of general circulation i'll this city,
stating the day, hour and place Of such meeting.
All meetings Of the stockholders shall be called
to order and presided over by the President Of
the Board Of Manager. A majority of the stock
ness. In ease of u called meeting Of stockhpld-
crs. 10 transfer Of stock shall bo made pending
said call.
ARTICLE XVI.
The managers shall bc ecctod bv the stock
o majority Of the votes east shall elect Elections
for managers shall be held at the Office Of the
corporation, after due public notice. on the first
Monday IF October Of each and every year, and
they shall continue in office for one year. or until
their SUCCESSORS are duly elected and Installed.
All officers and managers viii hold over and
discharge the duties Of their respective positions
until their Successors shall take their places.
unless Otherwise decrced by n majority Of the
stock holders in number and amount: but no
failure to elect managers and other officers, or
either. shall dissolve the said corporation Al
ARTICLE xvii
Tn case Of failure ~ Insolvency Of this corDo-
ration no stakeholder shalt as stakeholder in
said corporation, be liable for any sum wlIateyer,
pXceDt for such still br unpaid