The herald. [volume] (New Orleans, La.) 1905-1953, 1911-12-28

uoIaIs ls'5'OoOoob, represented by seven
hundred and fifty shares OF one hundred dol
lars iSlOO.OOl each, which shall lie paid for
as and when directed by the board Of direc
tors. In cash or notes. or properly. at the
d,sGretlon OF the board of directors. The
capital stock may be increased or diminish cd
a. provided by law. All shares Of stock
shall be issued full paid and non-assess
able, and no transfer Of stock shall be bind
its books "
ARTICLE ".
Al OF the corporate powers Of this cor
Pcrdtloh snail be vested In and exercised Low
DOard OF directors. TO be composed of thr, o
To- stockholders, 10 De elected on the In ~
Wednesday Of December Of each year un-
less that day b. a legal holiday and ,ba,
on the next day thereafter NOT q boliday
All such elections shall h. b,-i ballot and
condhcted at the office OF the cornoratIon
under the supervision OF two C2) commits
sloners 10 be appointed by the board az III
rectors or by the president in case tbe-hoa rd
OF directors shall not have acted and az
er VINO had In writing designated his post
81 ~ eiection written notice shall BE- mailed
10 the post Office address OF each stockhold
uunse address. not more than forty tIO
ana not less than thirty t3OI DAYS icount
n r%T udS OF mailing and day of electionl
PIior 10 inc date of such election Rut no
notice OF any kind shall be- necessary n ali
me STOCK he represented at the annual meet
ing. Each share of stock shall be entitled
co. 20 one - vote, to be cast either in per
%
VI the votes cast shall elect. ANY yacan-
49,. occurring among the directors. hv
sgga.n' resignation or otherwise. shall he
nlied by selection for the remainder ~ tho
year by the remaining director or direc
Tors. FAILURE TO elect directors on the date
s sh specified shall not dissolve or affect
tse corporation, but the directors then in
office shall remain In Office until their surl
cessors are elected and qualified and shall
cause another election 10 be held as soon
az az PpsSioie thereafter, after due notice there
u rViN o.,
In Inc manner above provided
The Board of Directors at their tirst
meeting following each annual election shall
erect one OF their number TO no nreSidant
another TO be vice PRESIDENT. and anotbar
10 be secretary. but shall have the righ.
10 elect as secretary person not a mem
Der Of the board. '
The president shall have the general man.
agement and direction of the business OF
the corporation. He shall be nail no sol
ary put for his services he shall receive
Menly-nve t2o) per cent of the net annual
prohts Of the corporation, the balance of
me prohts being divided pro rata among
All OF the stockholders. The board of dIrec
do rs may IN It's discretion allow the presi-
uent 10 draw reasonable amount monthly.
such amount TO be charged TO him up0n
me books OF the company The president
s sIa sign all checks: but the. board NAV
vice president or any director
Inc board may appoint from time TO time
SUCH officers, clerks, agents, or other en-.
PIo!es as they may deem necessary, proyid- |
ed that the board shall not have mower 70
appoint or elect any officer, clerk. agent
or employee for fixed term but all shall |
hos Sa,9 once Se at the pleasure Of the board
,ro Hald BOARD may make and establish. as
wei as alter and amend. any any ali by- /
Jaws, rules and regulations necessary and
proper Tor the conduct and control Of the
business and affairs of the corporation.
Inc BOARD shall also have full power and
authority TO borrow money. issue notes or
other Obligations, and generally to do ali |
Things reasonably necessary for the proner
stSarr!lhg on OF the business of the corpora
non, ana also TO issue and deliver full
PAID shares of stock Of the corporation in
payment or property or assets actually re-
celved by the corporation.
Any director shall have authority to ap-
Polnt III Wrltlng any stakeholder, or any
memDer OF tine board, to represent him as
director at board meetings and in such
event ~ such absent director shall be counted
as II personally present at the board meet.
lngs for purposes of a quorum, voting. and
lor any and all other purposes
The first board of directors of this cor
porati1n shall consist of Delfn villa Charles
Maduel and f. Sevills, with Deifn villa
as president. z. Sevilla as vice presidnet.
ana Charles Maduel as secretary. Said
directors shall remain in office until the
v,eenioh TO De held In December, 1912, or
an.i tneir successors are elected and quail |
neu. SAID ofheers, however, holding their of |
noes only at the pleasure of the board.
ARTICLE v.
No stakeholder shall have the right to /
sell or dispose of any Of his stock without |
hrst giving to the corporation fifteen (15l
days written notice OF such Intention 70 |
sell and allowing the other stockholders the |
nrst opportunity and right of purchasing |
SAID stock pro rata to the holdings at any |
bona fide price offered for same
on the market.
ARTICLE VI.