The herald., 1911-08-31

All stock, both common and nreferred
shall have equal voting quality. and IL any
excess OF dividends in any one wear over
S serro aoo o seven per cent upon the pre-
Ier.eu STOCK snail be paid by said company.
such excess shall be applied to the common
STOCK until such common stock has received
an equivalent OF seven ca per cent diyi-
t tSnt' AFTER which point all dividends for
lnat year In excess of seven On per cent
upon both preferred and common stock shall
s ee pau equally upon both common and pre-
In case of liquidation-either voluntary
or involuntary-of the company. the assets
anu avalls OF the company shall be used
hrst TO pay the par value of the preferred
STOCK ana all arrears of dividends thereon
In full before any distribution shall he
made In favor of the common stock.
SAID stock, both common and preferred
shall be paid for In installments of such
amounts and at such times as the board
OF directors may determine, but any part
or parcel OF said stock may be issued by
said board of directors at not less than
par, In payment of labor done or land OF
tion.
This corporation shall commence busines.
ana be going concern as soon as Ont
hundred twenty-five Thousand ($125,O0Ol
Dolars or It's capital stock shall have beer
subscribed for, and this charter signed AM
executed by the incorporators.
ARTICLE ". ~
All the corporate powers Of this corpora
ton shall be vested in and exercised by 4
BOARD OF hye t5) directors, TO be composed
OF stockholders, three of whom shall con
stitute quorum for transacting all bust
| ness. The board OF directors shall be vest
ed with full power and authority to max,
al contracts, purchases and sales, and adopt
| all bylaws, rules and regulations for tn,
government OF the business and affairs OF
the company, and alter, Pnend and chang,
t the same at pleasure; appoint, hire and dis
charge all Officers, agents and employees, ii,
all salaries, and generally to do and per
| form all things necessary in the transaction
| or the business and affairs of the company
Any vacancy occurring in said board shall
| be filled by the remaining directors in the
| manner provided for in the bylaws
The first board Of directors OF this cor
| poratlon shall consist of James A Clinton
A. Sherman Hill, John s. Perry, Allen :
Ferry and George III. Penn, with the said
James n Clinton as president, A Sherman
Ill! as vice president, and John s. Perry as
secretary and treasurer, who shall hold their
offices until the first Monday in December
1912, or until their successors are duly
elected and qualified.
On the first Monday in December, 1912
and annually thereafter, an election for di
rectOrs shall be held at the office of the
company, under the supervision Of three
commissioners to be appointed by the presi
dent, and the directors then elected shall
take their seats Immediately and shall hold
office until their successors are duly elect
ed and qualified. Each board shall elect its
own Officers, which shall consist of presi.
dent, secretary and a treasurer. Two OF
said offices may be held by the same per.
son.
All corporate elections shall be by ballot
and majority of the votes cast shall elect
and at all stockholders meetings held for
any purpose, each share of stock shall be
entitled to one vote, either in person or by
proxy, by the person in whose name same
is registered on the books OF the company
and the board OF directors may close the
stock transfer books for a period not ex
ceeding thirty days before any meeting.
Written notice of stockholders meetings
shall be given TO each stakeholder by the
secretary at least ten (10) days prior tC
| elections, by mailing same, postage pre-
paid. 10 his last known postoffice address.
The board of directors shall have power
| to establish stock transfer agencies un
der reasonable rules and regulations, in tn,
| cities of New Orleans, La; and Chicago
| Ill., and at such other places as they may
| deem necessary and the business OF tn,
| corporation shall require.