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

IN The event no election takes place at
| me second meeting fh, board then in office
Nhaii mold over until the next annual meet
and qualihcd
majority OF said Board u Director,
SHlIi constitute quorum fnr the transac-
| non ana management OF ala business OF
! SAID corporation
ANY director may at any time give M,
! proxy or power or attorney in writing 10
any other storkEOIdpr or an, o,Nnr n,aT1ho.
| of the Board OF Directors. 10 reprrsent hin,
/ al any or all meetings OF the Board Of hi.
| re'toFN, and In such cases the pr1xy vyhefb.
! &c h,id ny another stakeholder or another
! director shall in every respect count Tor sIi
! present F''''''y
Any vacancy occurring &. said Board OF
! directors. from any cause, shall De Lacd hy
/ the remaining directors
| The Board 81 Directors ma, make sucb
/ DS laws, rules and regulations ~ they may
/ think proper for the Transaction - tbs
| business and affairs OF said r.,-,,-,tI,,
ana change, alter sni amend the same al
/ p.eaSur" and shall exercise all the r,y-sr.
vi ms corporation OF NAV delegate the
same 10 one or more officers at It's pleasure.
sppplnt and III the salaries OF ali officers
| clerks and employees. not herein mentioned
ne same To change or diSmis, AZ pleasure:
NJ the salaries ~ the officers provided FOR
herein sell convey. mortgage. pledge, lease
ana purchaS" rights, privileges franchises
property, movable. immOyablr and personal
Dorrow moneV issue notes and bonds make
cos trSCtS and sign or cause 10 De signed nv
ON GERS or directors specially or generally
authorized by the Board OF Director. ail
seceSSarI acts, deeds, etc, and adopt a cor
pOrnte seal. the same TO change or alter ar
dispense with at pleasure: and 10 do ali
things which NAV he necessary to be done
IN the management ~ said business and
atoms.
ARTICLE VII
No stakeholder shall be allowed TO dis
a ~ I'D
part, or the shares OF stock held or owned
by him without first giving written notice
10 the secretary OF this corporation OF the
intention of such .fockhol1er I, 6isnosa
OF his shares Of stock in whole or In mart.
which notice shall state the number of
shares proposed To be sold and the Drire
at which such stakeholder proposes to sell,
and whether or not he has received a bona
hde ofer for any portion Of the shares OF
stock proposed 10 be- sold. II such bona
noe on"r has been made. the notice shall
state the highest price offered for said stock
ana the name Of the person offering the
same. II the offer be In writing II must
accompany the notice.
The secretary shall thercupon transmit
10 tach stakeholder copy Of such notice
certlhed by him 10 be correct. During the
hfteen days subsequent to the said notice
by the said stakeholder to the secretary, the
other stockholders Of this corporation shall
have the privilege and option OF purchasing
the shares OF stock proposed to be sold at
The price named In such notice, or at the
highest price offered by any bona fide pur.
chaser. lf, however, the prices above men
tioned exceed the value OF such stock az
shown 10y the books Of this corporation al
the end Of the fiscal year Immediately pre-
ceding the notice, then and in that event
the stockholders shall have the privilege
ana option OF purchasing the shares OF
stock proposed to be sold at their book
value as herein stated. Should more than
one stakeholder desire to purchase said stock
at such price, the shares OF stock proposed
to be sold shall be prOportionatcIy divided
among such stockholders as desire to pur-
chase the same and give notice TO the sec
rotary TO that effect prior TO the expiration
OF fifteen days above provided for. If none
of the stockholders elect to purchase the
said stock within the time above provided,
the stakeholder proposing to sell shall have
the privilege and Is authorized 10 sell the
stock about which he has given notice in
accordance with the terms and conditions
wise
The officers OF this corporation are hereby
prohibited from issuing certificates for stock
sold contrary to or In conflict with the pro-
visions of this charter.
ARTICLE VIII.
This charter may be changed. modified.
or altered, or said corporation may be dis
solved with the assent OF three-fourths of
the amount OF stock present or represented
al any general meeting OF said corporation,
for such purpose, after ten DAYS
previous notice shall have been given In
he manner provided in Article vi OF this
,harter.
But any and all meetings OF stockholders.
whether for purposes Of llquidat ion or for
my other purpose, may be held at any
line without notice by unanimous consent
u all stockholders In writing, filed with the
ecretary.
ARTICLE TX.
Whenever this corporation is dissolved,
ither by limitation or from other cause.
Is affairs shall be liquidated under the su-
OF two stockholders to be
hosen for that purpose by a majority In
mount OF the stockholders present or rep
esented at a general meeting OF the stock
olders, at which the election is held Said
shall remain in Office until
ne afairs OF said corporation shall have
cen fully liqutdated. In case OF the death
one OF said commissioners or OF the re-
lsal or inability OF one OF them 10 act,
he survivors shall continue to act and
hall select another stakeholder in the place
nd stead of the commissioner who shall
ave ceased to act.
ARTICLE K.
The president may, in his discretion and
1all upos the written request OF two
Ockholders, call special meeting Of the
.ockholders OF this corporation.
ARTICLE xI.
No stakeholder shall ever be liable or re-
operation In any further sum than the
npaid balance due to the company on the
lares owned by or subscribed for by him;
Or shall any infOrmality In organization
ave the effect OF rendering this charter
NIL and void or OF exposing the stock
Dlders TO any liability
Thus done and passed at my Office in the
ity OF New Orleans, on the day, month";
nd year first above written, In the presence
MeSsrs. Byron l.. Pond and Alexander
ugdahl, Jr.. competent witnesses, residing
this city who have hereunto signed
leir names with the appearers and me,
otary after due reading Of the whole.
Original sigend)
Signatures OF SUBSCRIBERS.
Witnesses Byron l.. Pond. A. Bugdahl. Jr.
FRED. DEIBEIA Not. Pub.
|, the undersigned Deputy Recorder OF
ortgages, in and for the Parish Of Orleans,
ate OF Louisiana, do hereby certify that
e above and foregoing act OF incorporation
the Mercantile Adjustment Company was
Ia day duly recorded In the Mortgage Of
e, Parish OF Orleans, In book 1918. folio
= New Orleans, La. May 3, 1911.
(Slgned) EMILE LEONARD
Deputy Recorder OF Mortgages.
I, the undersigned, Notary Public in and
r the Parish OF Orleans, do hereby certify
g above and foregoing to be a true and
rect CODY OF the original act OF incOr-