The herald., 1911-10-12

| ONCE On AuSuSl -, l'VNs 4 - 49,
mortgage office, book Oh. folio 3I2,-on
July -. 1911, pursuant to notices sent 10
each stakeholder at his last known post
office address, Article " Of said charter was
amended so as to read hereafter as follows
ARTICLE ".
The capital stock Of this corporation is
fixed at the sum of ten thousand 10000
dollars, divided into one hundred Clool
shares Of the par value OF one huhured
$1,000 dollars each, which shares shall be
paid for in cash. or in the purchase or pro,
perty. All shares of stock shall be full paid
and worcestershire. No transfer OF stock
shall BE- binding upon the corporation unless
made upon its books, and all certificates or
stock shall he signed by such officers as may
be designated by the board of directors.
All stock in this corporation shall be held
upon a condition precedent and under con
tract and agreement In the nature of vested
rights that all such stock is so held and
possessed subject TO the rules and provisions
for the transfer Of same as hereinafter set
our. tO-wi
First. No sale or other transfer OF
shares Of stock in this corporation shall be
valid until and unless the opportunity has
been first afforded the shareholders of record
at the date of such transfer, sale or other
alienation 10 purchase such stock at book
value plus twenty-five per cent, the value
to he ascertained in the manner herein pre-
Scribed. The right To acquire said stock
hereby first vested in the other stockholders
of record shall follow the stock into any
hands to which II may pass and may be ex-
ercised against the holders thereof within
ninety days from the time any sale or trans
fer thereof has been offered TO be entered on
the books of the corporation.
1t shall be the duty OF any holder OF stock
in this corporation who intends or desires
TO sell, transfer. ALLEVIATE or otherwise dis
pose of the same to give ten days written
notice of such intention or desire to the
board of directors OF the corporation, who
are hereby constituted agents of the other
stockholders for the purpose OF such notice,
and said board OF directors shall give imme-
date Information thereof, in writing, to all
the other stockholders Of record. Before
the expiration Of the ten days from the re-
ceipt Of said notice by the board OF directors
any shareholder of record may offer to pur-
chase, and may acquire the right to pur-
chase. said stock by notifying the board Of
directors In writing and thereafter shall de-
posit the price Of said stock in cash with the
corporation on or before the expiration Of
eighty days from the last mentioned date.
Upon receipt OF the first mentioned no.
| tice, the board OF directors shall. advise the
person owning said stock, his agent or repre-
sentative. to. join with said board In fixing
the value OF said stock, which value shall
be established on the basis Of the last an
nual or semi-annual statement or report Of
the corporation and the last monthly trial
balance preceding the date OF such notice.
and TO the value thus found and established
there shall be added twenty-five per cent,
and the sum thus found and established shall
constitute the value and price of said stock.
II within twenty-four hours after such
notice. the owner, his agent or representa-
tive. does not join with the board In estab-
fishing the price or value OF the stock. the
board may proceed without further delay to
fix the said value, using the report and
trial balance aforesaid for that purpose.
which writings are declared to be conclusive
evidence for and against all parties In inter-
est In the premises, whether the value Is
established by the joint act of the owner,
his agent, widow, heir or representatives or
By the board Of directors acting In default
of the cooperation OF said person or per-
sons.
D Upon receipt Of the offer or acceptance of
any shareholder to purchase said stock and
upon obtaining guarantee satisfactory Ia
said board for the price thereof, the board
Of directors shall thereupon give notice
thereof to the owner of the stock, his agent
or representative, and before the expiration
I Of the period Of eighty days aforesaid shall
i call in the certificate or certificates repre-
. senting such stock and pay the price OF
Q value thereof and cause the same to be
transferred on the books to the purchaser.
e Second. The preference. option and right
4 Of purchase heretofore vested by paragraph
First in the other shareholders shall exist
d in full force and effect in their favor to &C
D quire the shares of stock of a deceased
OF procedure, the terms, conditions. stipula
tions and delays hereinabove established II
said paragraph shall apply in all respects Il
IS the procedure to be followed in case o.
death. Immediately upon receipt of infor
nation Of the death Of any shareholder, 4
shall be the duty Of the board of directors t.
d cause the necessary steps to be taken t
n carry out and enforce these provisions.
Third. The preference, option and RICH
" OF purchase hereinabove established shall
run In favor of each shareholder of recort
for his virile share In proportion to his Ell
isting holdings In the stock. but should an,
shareholder fail to exercise his right In thi
n regard his rights shall pass to and be alb
sorbed by the other shareholders, provide,
that the owner, his widow, heirs or lega
representatives, as the case may be, shall
D. not be obliged to deliver said stock unles
D. the offers to purchase the same shall includ
and cover the entirety OF the offerings unde
paragraph First or all of the holdings undo
nj Fourth. All certificates Of stock shal
a bear upon their face a brief reference to tn
~ rights herein established in favor Of tn
rs stockholders
rs As the whole more fully appears by tn
annexed certified copy of the minutes of sal
Is meeting, made a part hereof.
II Thus done and passed In my Office, on tn
he day, month and year first above written, 4
Id the presence of Frank b. TwOmey and Fran
J: Basile, competent witnesses, who hav
I'd signed with appearers and me-, the notary
after reading the whole.
IS Original signed) Ernest Lee Jahnekt
Paul F. Jahncke.
e. +. b. TwOmey, F. J. Basile.
FELIX ]. DREYFoUs. Not. Pub.
i, the undersigned, recorder Of mortgage.
in and for the parish of Orleans and stat
DE OF Louisiana, do hereby certify that tn
IN above and foregoing amendment to the &C
Of Incorporation of the "St. Tammany Shi
III YARD was this day duly recorded in my o.
New Orleans, August 10, 1911.
EMILE LEONARD, D. r.
d. A true copy from the original act
a FELIX j. DREYFOUs, Not. Pub.
oct II 10 90 nov 2 o is 19i1