The herald. [volume] (New Orleans, La.) 1905-1953, 1911-06-01
ARTICLE V.

ARTICLE V.
All OF the corporate powers of this cor
pora ton, and the management and control
of its business shall be invested in and
exercised by a Boarfd Of Directors TO 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, Jo-
seph =. 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 he de-
clared on said board.
No person shall be eligible as a member
OF the Board of Directors unless a 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 be 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-
tor. on the day named shall not dissolve
| the corporation. hut the Board or Dlrec-
tors then in office shall hoid over untll
their successors are chosen. At every cleo
| ton and meeting of the stockholders, each
| stakeholder shall I've 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
| cancv occurring on said board shall be
filled by the remaining directors by the APP
| pOintment of some qualified stockhotder
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 expedient. and to make, change
and amend all bylaws. rules and regula-
lions for the proper conduct ana manage
ment Of the affairs. business and concerns
Of said corporation. not in conflict with
this charter or the laws OF this state: pro-
vlded 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 treasurer
ANY officer or director may be removed by
a majority vote of the stockholders.
When all the directors consent thereto.
he 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 a majority of the stockholders.
All meetings of the stockholders, whether
general or special shall be held only after
holder.
| No stakeholder shall he 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 ihformalty 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 he dissolved by vote OF three-fOurths
OF the stockholders present at a general
meeting Of the stockholders convened fol
'-''' ARTICLE TX.
Whenever this corporation Is dissolved
either by limitation or otherwise. its af
fairs shall be liquidated 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 V
: of this charter.
!; Thus done and passed, in my Office, a
. New Orleans, aforesaid, In the presence
Of Philip Shields and Edmund $. Ogden
. dOmiciled In this city, who sign these pres
u ents, together with the parties and me, no
: tary. the day and date first aforesaid.
Original signed John MailheS, j. L. 81
{ none, Salvatore Pellegrinni.
> Witnesses Edmund S. Ogden, 7. +
. Shields.
4 c. NJ. EUSTIS, Not. Pub.