The herald. [volume] (New Orleans, La.) 1905-1953, 1911-05-11
ARTICLE V.

All the corporate powers of this corpor-
alton shall be- vested in and exercised 10y
Board of Directors To b. composed of
three stockholders. ma jority of whom
shall constitute a quorum for the transac-
tiOn of all business. They shall have power
10 make all bylaws, rules and regulations
and TO alter or change same: to purchase
and acquire the property, business and good
Will of any journal publishing company or
partnership in line with the objects and
purposes Of this corporation. as they may
deem advisable, and to pay therefor in the
full paid stock Of this corporation TO mort
gage, pledge or hypOthccate the property of
this corporation for the purposes of its
business; TO adopt common seal and 10
change the same at pleasure 10 appoint
such managers, agents and employees as
may be necessary to properly conduct the
corporations business and generally To do
whatever else may be necessary and proper
10 direct manage and conduct its business.
The directors shall he elected annually by
ballot Of the stockholders on the first Mon
day following January first Of each year.
Each stakeholder shall be entitled in per
son. or by written proxy, TO one vote for
each share Of stock owned by him and
standing in his name on the books of the
company AT least fifteen days prior to such
election. All elections shall be- held under
such rules and regulations as may be de-
termined by the Board of directors and
after ten days notice of such election shall
have been given by mail. addressed TO each
stOckholder at his last known address, or
by publication in one of the daily news
papers published in the city of New Or
leans. 4 majority of votes cast at such
elections shall elect
The directors thus elected shall continue
in office for one year, or until their success
SOrS have been duly elected and qualified.
Any vacancy on said board shall be filled
by the remaining directors for the unex-
pired term. No failure TO elect shall I've
considered a forfeiture OF this charter. Said
Board of Directors shall at its first meet
Ing elect from among its own number a
president, vice-president and a secretary
treasurer, who shall constitute Its officers.
provided, however, that said board may
elect secretary-treasurer who need not
be a stakeholder or a member Of said board
ARTICLE VI.
No stakeholder shall ever be held liable
or responsible for the contracts. faults oil
debts Of this corporation. nor shall any
mere infOrmality in its organization have
the effect of rendering this charter null
or OF exposing a stakeholder TO any further
liability than the unpaid balance due on
the shares of stock owned by him.
ARTICLE VII
This act Of Incorporation may be changed
modified or altered. or this corporation may
be dissolved with the assent of the stock
holders owning two-thirds of the stock
=
convened for that purpose after at least
ten days notice shall have been given Il
the stockholders in the manner set forth
in Article V. The capital stock of this cor.
pOratiOn shall be increased or decreased in
compliance with the general laws of this
state relating TO such matter In the event
of the dissolution Of this corporation, either
by expiration Of its charter or otherwise
its affairs shall be liquidated by two com.
missioners to be appointed at the meeting
Of stockholders which decides TO liquidate
In case of the death or inability of either
Of said commissioners the other commits
sioner shall fill the vacancy by appointing
another stakeholder.
ARTICLE VIII.
Until the election to be held as set forth
above, the following named stockholders
shall constitute the first Board Of Directors
Frank Cameron, William Pfaff and David
Y. Mcclure. with said Frank Cameron as
president :; said William Pfaff. as vice-pres-
ident: and said David X. Mcclure, as sec
retary-treasurer.
In order to organize this corporation and
to serve the purpose Of the original sub
scription list, the several undersigned par.
ties do hereby subscribe for the shares OF
stock of this corporation set after their
names.
Thu done and passed at my ONCE in the
City of New Orleans, on the day, month
and year herein first above written, in the
presence of Robt. Mclaughlin and ID. Fer
rari. competent witnesses, who have here
unto signed their names with the said ap-
bearers and me, Notary, after reading OF
the whole.
Original Signed: Frank Cameron. 1OC
shares; VIM. Pfaff, 90 shares; David II. Me
CURE, l share.
Witnesses Robt. Mclaughlin, u. Fer
rari.
FRANK SOULE, Not. Pub.