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


poratlon or Tor services actually rendered 10
II, or for rights, privileges or franchises
transferred to II, the valuation In each in
stance 10 be- agreed to by the board Of di-
rCCuorS' when shall have full and final
Dividends shall he declared on the amount
actually credited on the capital stock with
ou1 regard To the amount subscribed for.
rms company shall begin operation As
soon aS three hundred (3OOD shares Of its
capital stock are subscribed for or disposed
All transfers Of stock shall he made an
'ne DOCKS or the corporation. and shall be
signed by the stakeholder or by his attorney
At all elections by, or meetings of the
stockholders, each share OF stock whether
paid for in full or not shall be entitled 70
one vote to be east either by the person in
whose name the stock appears on the book.
or this corporation at the time OF voting. or
by MS agent or proxy, duly authorized in
writing TO that effect.
ARTICLE VI.
The business and affairs and corporate
powers or this corporation shall be transact
ed by board Of directors of not less than
hVe nor more than nine directors. to be COM
posed Of stockholders OF this corporation.
owning in their names not less than ten
tlOD shares each. The stockholders NAV at
any annual meeting elect less than nine di.
fectOrS, and the directors thus elected at
any annual meeting, NAV prior to the next
annual meeting elect one or more additional
members of the board OF directors so as TO
make the board Of directors not more than
nine. The directors whether elected by the
stockholders or the board OF directors. shall
be elected by majority OF the votes at a
meeting OF tie stockholders or OF the dlrec-
tors as the case may be.
The quorum OF the board OF directors
shall be majority OF the actual member
ship OF the board
ii. ROmanski. as president: H. Elmer Gil.
christ as vice president Charles III. Patter-
inc
urer; j. Zach. Spearing. +. D. Huntley, G.
I. Henson, DIR. X. \. Bailey and Vim. G. de
Coltgny shall constitute the first board of
directors, and they together with such addi-
tlonal members as may be selected by the
present board, shall hold their Office until
the second Tuesday In May, 1914, or until
their successors are elected and qualified !;
each subsequent board shall take their seats
Immediately following their election, or as
soon thereafter as practicable. and shall
hold their office till their successors shall
have been elected and qualified.
On the second Tuesday in Nav In 1914
and annually thereafter AN election for d.
rectors by the stockholders shall be held at
the office OF the company after thirty con-
secutive days previous notice OF such meet
ing shall have been given by advertisement
in two of the daily English newspapers pub
lished In the city OF New Orleans. the first
advertisement appearing not less than thirty
days prior 10 the meeting, and the last adj
yertiSement appearing on the day OF the
meeting.
Every board OF directors shall at its first
meeting after such election. or az soon there
after as practicable, elect a president a
vice president, secretary and treasurer
from their own number.
4 failure to elect directors on the date
above specified shall not dissolve the corpo-
ration. but the then existing board OF di-
rectors shall continue TO hold their Offices
and another election shall be held as soon
thereafter as practicable at a time to be
nxed by the board OF directors then in office,
whereof fifteen 80 days prior notice shall
be given in the manner above provided,
which said notices shall be full and complete
notice to all stockholders OF such meeting
In the event no election takes place at the
second meeting, the board then in office shall
hold over until the next annual meeting, or
until their successors have been duly elected
and qualified.
Any vacancy occurring in said board Of
directors from failure to select the full
number or from any other cause, shall be
filed by the remaining directors. The board
OF directors may make such bylaws, rules
and regulations as they may think proper
for the transaction of the business and az
fairs OF said corporation, and change. alter
and amend the same at pleasure, and shall
exercise all the powers of this corporation,
appoint and fix the salaries of all officers,
clerks and employees not herein mentioned,
the same TO change or dismiss at pleasure !;
fix the salaries Of the Officers provided here
in: sell, convey, mortgage, pledge, lease
and purchase rights, privileges, franchises,
property movable. immoyable and personal
make contracts and sign, or cause TO be
signed by officers or directors, specially or
generally authorized by the board of direc-
tors all necessary acts deeds and so forth
change. alter or dispense with at pleasure
and to do all things which may be necessary
to be done in the management Of said busi-
ness and permitted by the laws applicable to
ARTICLE VII.
This charter may be changed, modified or
altered, or said corporation may be dssolv-
ed with the assent OF three-fourths OF the
amount Of stock present or represented al
any general meeting of said corporation
convened for such purpose, after thirty days
previous notice shall have been given in the
manner provided In Article VI Of this char
ter.
ARTICLE Will
Whenever this corporation Is dissolved,
either by limitation or from other cause, its
affairs shall be liquidated under the super
intendence OF three stockholders owning in
their own names not less than ten shares
each, to be chosen for that purpose by a
majority in amount Of the stockholders pres
ent or represented at a general meeting Of
the stockholders at which the election Is
held. Said commissioners shall remain In
office until the affairs OF said corporation
shall have been fully liquidated. In case
of the death Of one Of said commissioners
or Of the refusal or inability Of one Of them
to act, the survivors shall continue to act
and shall elect another stakeholder with the
same qualifications In the place and stead
Of the commissioner who shall have ceased
to act
ARTICLE TX.
The president may in his discretion, and
shall, upon the written request of not less
than two hundred and fifty stockholders,
holding In the aggregate not less than
twenty-five hundred shares of stock, call a
special meeting Of the stockholders of this
corporation.
ARTICLE X.
No stakeholder shall ever be liable or re-
sponsible for the contracts or faults Of this
corporation In any further sum than the
unpaid balance due the company on the
shares owned by or subscribed for by him :
nor shall any informally in organization
have the effect of rendering this charter
null and void, or Of exposing the stockhold-
ers to any liability.
Thus done and passed a. my office, In the
city Of New orleans, on the day, month, and
year first above written, In the presence Of
Messrs. Byron L. Pond and Alexander Bud
gail, Jr., competent witnesses, residing In
this city, who have hereunto signed their
names with the appearers and me, notary,
after due reading Of the whole.
Original sgned)
II. RoMANsKI,
III. ELMER GILCHRIST,
CHAs H. PATTERSON,
III. z. Z. PERKINS,
BYRON L. POND, And others.
ALEXANDER BUGDAHL, JR