St. Tammany farmer. [volume] (Covington, La.) 1874-current, 1905-04-08

rotary and Treasurer, and three stock
holders. Four % of said Board shall
constitute quorum for the transaction
Of business, and their decisions shall
be valid corporate acts.
The following persons shall consti-
tute the first Board of Directors;
W. j. L'Engle, w. A. Hood, A. B.
Holiday, J. B. Wheat, w. B. Gilligan,
T. NJ. Burns and G. F. Mason.
No person shall be eligible as direc-
tor or an officer who is not stock.
holder of this Company.
During the absence of the President
, the Vice President shall act and preside.
Said Board shall continue in office un-
til the second Monday in January, 1906,
on which date and thereafter, annually,
a Board of Directors shall be elected
for each year, unless the same should
be holiday, when the election shall be
held on the next legal day thereafter.
Notice of s1ch election shall be given
by at least ten days continuous publ
cation Immediately preceding each
election, in one of the newspapers of
the parish; the Board of Directors
shall appoint one or more stockholders
to preside at such election as commits :.
sioners. Any failure from any cause
whatever to elect Directors the. day
named for that purpose shall not dis
solve the Corporation, but the directors
then in office, as well as the officers of
said Company, shall hold over until their
successors are chosen.
In such event the President shall
cause another election to be held within
thirty (30) days, and shall give notice
thereof, as herein before provided.
At every election and meeting each
stockholder shall be entitled to a vote
for each share of stock held in his name,
and may vote by proxy.
The election of Directors shall be by
ballot, and the majority in amount of
votes cast. each share OF stock voted to
be counted for one vote, shall elect the
person or persons for whom they have
been cast.
After each election the Board of Di-
rectors shall elect from their own num-
Der the officers of the said Company.
ARTICLE v.
The Board OF Directors shall have full
power to fill vacancies in their number
caused by death, resignation or other
wise, from among the stockholders of
the Corporation.
The said Board shall have full con,
troll OF the property of this Company
and shall so conduct, manage and use
the same as IN their discretion they
deem fit, and ia consistent with the OBJ
Jects of this Company, or the welfare Of
the same.
The said Board is further authorized
to frame and adopt such bylaws, rules
and regulations as the affairs and bust
ness OF the corporation may require,
and as 1t may deem necessary for the
conducting and management thereof;
provided the same shall not conflict
with the Charter, or with the laws of
the State, Or of the United States.
The said Board shall elect or appoint
q Secretary and such other officers,
agents, employees, servants and clerks
as 1t may deem necessary for the con-
Quoting of the business of the Corpora
ton; fix their compensation, term of
service, with the right to dismiss them
at said boards pleasure; and said board
shall have the right to fix and determine
the salary Ut the said officers herein
provided for.
ARTICLE vi.
This Charter may be changed, modi-
fled or amended, the capital stock in
creased or decreased, or this corpora
ton may be dissolved, at a general
meeting of the stockholders convened
for that purpose, with the assent OF
three fourths Of the entire capital stock,
whether present or represented at such
meeting.
Notice of such meeting shall be given
as heretofore provided. In case of dis
solution or termination of this Corpor
ton, either by Limitation Of its Charter
or from any cause, the liquidation Of it's
affairs shall be conducted by three Com
missioners, selected from the stock
holders, with like assent, and at meet
ing called for that purpose, as above
set forth In this article. Said Commits
sioners shall remain in office until the
affairs of said Corporation shall have
been fully liquidated. In case of the
death OF one or more of said Commits |
sioners, the survivor or survivors shall |
continue to act.
ARTICLE VII.
No stakeholder of this Corporation
shall ever be held liable or responsible
Tor the contracts or faults thereof, in
my further sum than the unpaid bal
ance due the company on the shares of
stock subscribed for or owned by him,
,or shall any informality in organize
ion have the effect of rendering this
Charter null, or Of exposing stock
holder to any liability, beyond the un-
,aid balance, If any, of his stock.
Thus done on this 9Th day of March,
D. 1905, in the presence of Walter J.
and John C. Allen, competent
Of lawful age, and residents
# this parish, who hereunto sign their
James, together with said parties and
ne, notary, after reading of the whole.
THOMAS J. HOOD,
w. A. HOOD,
A. B. HOLIDAY, I,
w. B. CHILEAN,
G. F. MASON,
THOMAS M. BURNS,
j. B. WHEAT,
w. j, L'ENGLE.
Witnesses:
w. j. McCANTS, Is
JNO. G. ALLEN.
STATE OF LOUISIANA, !
Parish of Orleans.
Before me, John j. Ward, duly
ualified Notary, in and for said Parish