The herald., 1911-05-25
ARTICLE V.

All OF the corporate powers OF this cor
pOratiOn, and the management and control
OF it's business shall be invested in and
| exercised by Boarfd OF Directors 10 be
composed OF three members, any two OF
whom shall constitute a quorum for the
transaction OF all business. and their de
ciSions shall be valid; corporate acts. The
| following persons shall constitute the first
Board OF Directors, viz. John Mailhes, 10
seph L. Simone, Salvatore Pellegrinni.
Each Board of Directors shall elect from
| among their number its own officers, as
| follows A president, vice president and
secretary, who shall also be treasurer.
The Board OF Directors shall have the
power to determine the manner and the
causes for which vacancies may be de
clared on said board.
No person shall be eligible as member
OF the Board of Directors unless stock
holder OF this corporation.
Said Board of Directors shall continue
in office until the first Wednesday in April
1912, on which day, and annually there
after a Board Of Directors shall he elected
by ballot for the term Of one year. Such
election shall be held under such rules and
regulations as may be provided by the
Board OF Directors. Any failure from any
cause whatever to elect a Board of Direc-
tors on the day named shall not dissolve
the corporation, but the Board OF Direc-
tors then in office shall hold over until
their successors are chosen. At every elec
tiOn and meeting of the stockholders, each
stOCkhOlder shall be entitled to one vote
only, regardless Of the number OF shares
registered in his name, and may vote in
person only. and not by proxy. ANY va
cancy occurring on said board shall be
filed by the remaining directors by the ap-
pOintment of some qualified stakeholder
who shall serve until his successor is elect
ed at the annual election. The Board of
Directors shall have the right to appoint
or discharge such clerks, agents, managers
and other employees as may be deemed nee
essary or expedent, and TO make. change
and amend all bylaws, rules and regula-
lions for the proper conduct and manage
ment Of the affairs. business and concerns
OF said corporation, not in conflict with
this charter or the laws OF this state: pro-
vided that the president may suspend any
employees in his discretion, pending the
action of the Board OF Directors.
All warrants checks, drafts, notes or
other obligations of this corporation shall
be signed by the secretary
ANY officer or director may be removed by
a majority vote Of the stockholders.
When all the directors consent thereto
Me notices otherwise required for holding
meetings may be dispensed with.
ARTICLE VI.
Meetings may be called at the pleasure
OF the president or upon written request
OF majority of the stockholders.
All meetings Of the stockholders. whether
general or special, shall be held only after
ten days written notice 10 each stock
holder.
ARTICLE VII.
No stakeholder shall be held liable or
responsible for the contract or faults of
said corporation in any further sum than
the unpaid balance due the corporation on
the shares owned by him, nor shall any
mere iIfOrmality in organization have the
effect Of rendering this charter NULL or ex-
posing a shareholder TO any liability be-
yOnd the amount remaining unpaid on his
subscription to the stock.
ARTICLE VIII.
This act OF Incorporation may be amend
ed. altered or modified or said corporation
may be dissolved by vote OF three fOurths
- the stockholders present at general
meeting OF the stockholders convened for
that purpose.
ARTICLE IN.
Whenever this corporation Is dissolved.
either by limitation or otherwise, its af-
fairs shall be liqudated under the super
vision of three liquidators to be appointed
from amongst the stockholders at gen
eral meeting of the stockholders convened
after due notice, as required by Article VI
OF this charter.
Thus done and passed. in my Office, at
New Orleans. aforesaid. in the presence
OF Philip Shields and Edmund s. Ogden,
dOmicled in this city, who sign these pres
ents, together with the parties and me, no
tary. the day and date first aforesaid.
Original signed: John Mailhes, J. l.. ST.
none. Salvatore Pellegrinni.
Witnesses Edmund S. Ogden, p. F.
Shields.
c. VI. EUSTIS, Not. Pub.