The New Orleans Democrat. (New Orleans, La.) 1875-1876, 1875-12-25

whole number of said managers object to s,,ot
sale and transfer, then the Same cannot he sold
70 the party wishing TO purchase. The consent
or refusal Of Tho managers must be- In writirs
and deposited with the persons whose duty 4
may be to make OF allow The transfer TO be made
on the BOOKS .of the corporation. Such written
consent or refusal must contain the fi,l name 4,
/ the stockhcIder, the number Of shares he pro.
poses to sell or transfer the full name and resi-.
/ OF the stock. all such written consents or refu-
sails shall be preserved among the archives 81 the
| corporation for future reference.
| ARTICLE XII.
The original subscribers to the stock Of THE
corporation shall nj all times have the refusal af
any and oil stock proposed to be sold or trans
fer5ed ut the proposed price and terms thereof
ahu after the refusal or neglect Of the original
subscribers to become the purchasers If suah
stock, then those who have become sntacribars
nation Of this corporation. shall have tho ref,,-
sal OF INC stock proposed TO be sold, upon tho
same terms.
ARTICLE XII.
The stock shall be transferred only on thu
books of the corporation, and the said stock or
the price thereof. sought TO 30 transferred shall
he liable for all demands Of the corporation Of
what nature spcvef whether exigible or not.
against any and every stoukholder proposing I'd,
sell or transfer his stock the stock Of each and
every stock holder shall stand pledged to the COR
roratiop for all demands or claims az hereipha-
fore stated. which the corporation may have or
nod ngainst each aud every stakeholder. and the
printed on the face Of each certificate of stock
ARTICLE Kill
The corporation shall be managed governed.
controlled carried on and conducted Nv hoard
among the stockholders No one can be a man
ager unless he owns one or more full shares Of
stock ot this corporation This Board Of Man
ayers shall elect one out If their own number ne
President Of said board who shall hold his office
Ter ono year unless sooner removed. majori-
~ 81 the whole number Of managers may ut any
fhnt H.
elect another from theft own number in his stead
The Board Of Managers shall have tho right Ia
enact sueh rules and bylaws for their govern
yided the same DO not violate the provisions ~
this charter, the constitution and Laws of this
state OF the United States.
ARTICLE XIV.
The Board of Managers may distribute tha
duties 10 be performed BY them among their
own number a. they may deem right and prppar
lhe said board NAV engage the services Of each
may doom necessary and proper to carry on tho
business Of the corporation. all Of whom shall
he known by such names aa the Board of Mama
gers may assign 70 fhom or each Of them and
all of whom shall hold their respective positions
during the pleasure Of said board.
ARTICLE Ky.
The Board of Managers shall meet monthly
on such dav and hour as the board may desig,
nate to transact tho business Of tha ee,rporatinn
And three members thereof shall constitute %
control, The president Of the Board Of Manppers
or any two members Of The board. may call Tho
board together whenever they may deem II no
ceeaary and proper for the interest If the cor
ARTICLE XVI.
The president Of tho Board Of Managers. or
The person representing such president shall be
the proper party upon whom judicial process
and all other notices shall be served.
ARTICLE XVII.
Should the president of the Board Of Managers
he absent, sick, or otherwise disqualified 10 at
tend to the business Of the CORPORATION. then tho
their body to act rs president pro tempora.
ARTICLE XVIII
regular set Of books Of accounts shall be
kept in which all the business Of tho corporation
shall be regularly. entered. Said books and all
receipts and vouchers of the corporation shall at
all proper times be open to the inspection Of anv
stakeholder Of said corporation.
ARTICLE XIX.
All the funds Of the corporation on hand shall
he kept in some Incorporated bank doing bust
ness in this city, and no money shall be drawn
theretrom except upon the check Of tho presi-
such person rs tho board may Designate. Tho
surplus funds belonging 10 the corporation shall
be loaned out on interest, and secured by first
special mortgage on well improved real estate
located In this city. worth double tho amount
loaned.
No dividend lees than Ave per cent upon tha
amount Of stock actually subscrihed and feknn
shall ever be made. dividend not less than
herein above stated may be- declared whenever
may considor 1t for the interest Of the corpora
ton 10 do SO. but no dividend shall ever be de-
clared until the whole amount ut stock shall bo
made eqNa TO par. and in aseertaining the par
value of the stock. the property Of the corpora
ton. real, personal and mixod. shall be- ca
timated ~ its actual oash value and no more.
ARTICLE XXI.
Receipts or vouchers shall bo taken and care:
fully preserved for all moneys paid out said
receipts shall contain the name and residence II
Inc peraon 10 whom the amount was paid and
also tho purposes for which IL was paid.
ARTICLE XII.
The following persons shall constitute the flrst
Board of Managers. viz: D. Warren Brickell,
iIenry y. Ogden, Eugene Waggaman. Thomas
c. ". Ellis and Edward Booth. The said board
shall have power to fil all vacancies that may
occur therein except as hereinafter stated. BY
. vote If three-fourths of the whole number of
any member Of their board may for
cause be expelled. and the reasons for such OK
pulsinn must he assigned 10 writing. aud the
accused furnished with duly certified copy
thereof. The accused shall have u fair and fun
trial, and every reasonable and proper oppoTtu~
nifty OF defending himself.
ARTICLE XIII.
The stockholders may by y vote Of majority
In number and amount of the whole number of
remove from Office all the managers
pr member or members thereof. and elect u new
board or ill tho places Of those removed.
ARTICLE XIV.
The said corporation. through It's managers
shall have tho right to acquire all property. real.
personal and mixed, or either, which may ba
necessary to enable 1t to carry on It's legitimate
business operations. and IT. may in the same
manner acquire property upon which the cor
poration has mortgage or Hon "a security or
otherwise, In order thus to protect and secures
The interest Of said corporation. And the said
corporation shall also have the right. through
it's managers. TO mortgage. pledge or sell It's
property. real. personal and mixed.
ARTICLE XIV
All meetings Of the stockholders shall be held
after twenty days advertisement In conspicu-
Gus part Of the paper published by the corpora-
ton; IN default of such paper, then in some
other paper Of general CIRCULATION in 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 Managers. majority Of the stock
holders shall constitute q quorum TO do busi-
ness. In case of called meeting Of stockhold-
ers. no transfer Of stock shall be made pending
said call. -
ARTICLE XVI.
The managers shall be elected by the stock
holders each stakeholder casting one vote, and
majority of the votes cast shall elect. Elections
for managers shall BIS held at the office, OF the
corporation, after due public notice. on the FIRST
Monday of October Of each and every year. and
thew shall continue In Office for one year. or until
tn cir alceeSsors are duly elected and installed,
All officers and managers will hold over and
the duties Of their respective positions
until their SUCCESSORS shall take their places.
unless otherwise decreed by majority Of tho
stockholders ia number and amount; but no
failure to elect managers and other officers, or
either, shall dissolve the said corporation.
ARTICLE XVII.
ration. no stockhoider shall. as stakeholder in
q Ia enrncrafiof no liable for afy a1fn whatever