The herald., 1911-05-04
ARTICLE V.

poratiOn or for services actually rendered TO
il, or for rights. privileges or franchises
transferred to 1t, the valuation in each in
stance to be agreed to by the board OF di-
rcctorS, which shall have full and final
power TO do so.
Dividends shall be declared on the amount
actually credited on the capital stock with
out regard to the amount subscribed for.
This company shall begin operation as
soon as three hundred (30OD shares Of its
capital stock are subscribed for or disposed
Of
All transfers Of stock shall be made on
the books Of the corporation and shall be
signed by the stakeholder or by his attorney.
At all elections by, or meetings Of the
stockholders. each share Of stock whether
paid for in full or not. shall he entitled 10
one vote TO be cast either by the person in
whose name the stock appears on the books
Of this corporation AT the time OF voting. or
by his agent or proxy, duly authorized in
writing TO that effect.
ARTICLE VI
The business and affairs and corporate
powers Of this corporation shall be transact
ed by a board Of directors Of not less than
five nor more than nine directors, TO be com
posed Of stockholders of this corporation,
| owning in their names not less than ten
(lOD shares each. The stockholders may at
any annual meeting elect less than nine di-
rectors, and the directors thus elected at
any annual meeting, may prior to the next
annual meeting, elect one or more additional
members OF the board Of directors so as to
make the board Of directors not more than
| nine. The directors whether elected by the
stockholders or the board of directors, shall
be elected by majority of the votes at
| meeting OF the stockholders, or of the direc-
| tors as the case may be.
The quorum of the board Of directors
| shall be a majority of the actual member
| ship OF the board.
H. Romanski, as president; H. Elmer Gil
| christ, as yice-president Charles III. Patter-
son, as secretary; III. u. E. Perkins, as treas
urer; ]. Zach. Spearing, f. ID. Huntley, {.
l.H II D,s a
COligny shall constitute the first board OF
| directors, and they together with such addi-
| tiOnal members as may be selected by the
present board shall hold their Office until
| the second Tuesday in May, 1914, or until
| their successors are elected and qualified ;
| each subsequent board shall take their seats
Immediately following their election. or as
| soon thereafter as practicable, and shall
hold their Office till their successors shall
have been elected and qualified.
On the second Tuesday in May in 1914,
| and annually thereafter AN election for di-
rectors by the stockholders shall be held at
the office of the company after thirty con-
secutive days previous notice OF such meet
ing shall have been given by advertisement
| in two of the daily English newspapers pub
lished in the city OF New Orleans, the first
advertisement appearing not less than thirty
days prior to the meeting, and the last ad-
vertisement appearing on the day of the
| meeting.
Every board of directors shall at It's first
| meeting after such election, or as soon there
after as practicable, elect president, a
vice president a secretary and treasurer
from their own number.
4 failure TO elect directors on the date
above specified shall not dissolve the cOrpO-
ration, but the then existing board Of di-
rectors shall continue to hold their Offices
and another election shall be held as soon
thereafter as practicable at time to be
fixed by the board OF directors then in office
whereof fifteen 1J) days prior notice shall
be given in the manner above provided
which said notices shall be full and complete
notice to all stockholders Of such meeting
In the event no election takes place at the
second meeting. the board then in office shall
hold over until the next annual meeting, OF
until their successors have been duly elected
and qualified.
ANY vacancy occurring in said board OF
directors from a failure to select the full
number or from any other cause. shall be
filled by the remaining directors. The board
of directors may make such bylaws, rules
and regulations as they may think proper
for the transaction of the business and af-
fairs OF said corporation, and change alter
and amend the same at pleasure, and shall
exercise all the powers of this corporation
appoint and fix the salaries OF all officers
clerks and employees not herein mentioned
the same to change or dismiss at pleasure
fix the salaries of the officers provided here
in: sell, convey. mortgage, pledge, lease
and purchase rights, privileges, franchises,
property movable, immOvable and personal /;
make contracts and sign, or cause to be
signed by officers or directors. specially or
| generally authorized by the board of direc-
| tors all necessary acts, deeds and so forth
and adopt a corporate seal, the same to
and TO do all things which may be necessary
to be done in the management Of said bust.
ness and permitted by the laws applicable to
" ARTICLE VII.
This charter may be changed, modified or
altered, or said corporation may be dissOlv-
Led with the assent of three-fourths of the
famOunt of stock present or represented al
any general meeting Of said corporation
convened for such purpose, after thirty days
previous notice shall have been given in the
manner provided in Article VI OF this char
ter.
Whenever this corporation is dissolved
either by limitation or from other cause. Its
affairs shall be liquidated under the super
, intendence of three stockholders owning In
their own names not less than ten shares
each, to be chosen for that purpose by q
majority in amount Of the stockholders pres
, ent or represented at a general meeting OF
the stockholders at which the election i:
held. Said commissioners shall remain II
, office until the affairs OF said corporation
shall have been fully liquidated In cast
of the death of one of said commissioners
, or of the refusal or inability OF one OF then
to act, the survivors shall continue to ac
, and shall elect another stockholder with tn,
same qualifications In the place and steaC
/, Of the commissioner who shall have ceased
to act
|
The president may in his discretion, ant
! sha upon the written request Of not les
than two hundred and fifty stockholders
! holding in the aggregate not less thar
} twenty five hundred shares Of stock, call {
J special meeting Of the stockholders OF thi
corporation.
ARTICLE Y.
No stockhOIder shall ever be liable or re
| sponsible for the contracts or faults OF thi
corporation In any further sum than th'
unpaid balance due the company on th'
shares owned by or subscribed for by him
nor shall any informallty In organization
have the effect Of rendering this charte
, null and void, or Of exposing the stockhold
ers to any liability.
Thus done and passed at my Office, In tn
: CITY Of New Orleans on the day, month, ant
year first above written, in the presence o
Messrs Byron L. Pond and Alexander Bud
gahl Jr, competent witnesses, residing Il
!. this city. who have hereunto signed thei
names with the appearers and me, notary
after due reading Of the whole.
Original signed)
III. RoMANSKI,
H. ELMER GILCHRIST,
: CHAs. II. PATTERSON,
: III. u. f. PERKINS,
BYRON L. POSD, Ana others
5 ALEXANDER BUGDAHL, JR.
Nlf