The herald. [volume] (New Orleans, La.) 1905-1953, 1911-05-25
JOHN p. VEzIEN. Pre-.
Carstens & Vezien Co.. Ltd.
Ship Chambers and Grocers
Special to Orders PROMPT Delivery
s4s1s MORGAN STREET. PHONE. ALeIERs
Hay Corn. Oats Bran. Hnd~r. Liquors.

said notices shall De full and complete No.
tice 20 all stockholders Of such meetings.
In the event NJ election takes place at
the second meeting. the board then in office
shall hold over until the next annual meet
ing OF until their Successors are duly elected
and qualified.
\ majority OF said Board Of Directors
shall constitute quorum for the transac-
ton And management Of all business OF
said corporation.
any director may al any time give his
proxy or power ~ attorney in writing 10
any other s;ockhOldpr. or any other member
of the Board ~ Directors. to represent him
M any OF all meetings NJ the BOARD Of Di-
rectorS. ana in such cases the pru1y wheth-
cr held 10y another storkholder OF another
director. shall in every respect count for all
| purposes a. II said director were personally
/ present.
ANY vacascy occurring In sail Board u
| Directors. from any cause, shall be hded 10y
the remaining directors.
Tn" Board ~ Directors NAV make such
! 10y Laws, rules and regulations as they may
! think proper for the transaction ~ the
business and affairs or said corporation.
and change alter ana amend the same al
pleasure and shall exercise all the powers
| ~ this corporation or may delegate the
same 10 one or more officers at its pleasure;
appoint and fix the salaries ~ all officers,
clerks ana employees, not herein mentioned,
he same 10 change or dismiss at pleasure;
| liz the salaries ~ the officers provided for
herein; sell. convey. mortgage, pledge, lease
and purchaS" rights. privileges, franchises.
property, movable, immoyable and personal:
borrow money. issue notes and bonds make
contracts and sign or cause to BE- signed hy
ON GERS or directors specially or generally
authorized by the Board Of Directors, all
necessary acts, deeds, etc. and adopt cor
pOrate seal. the same to change or alter or
dispense with at pleasure; and 10 do all
things which may be necessary 10 be done
in the management OF said business and
permitted by the laws applicable TO corpOr-
atoms.
ARTICLE VII
No stakeholder shall be allowed TO dis
pose, directly or indirectly. in whole or in
part, OF the shares OF stock held or owned
by him without first giving written notice
to the secretary OF this corporation OF the
intention Of such stakeholder to dispose
OF his shares OF stock in whole or in part.
which notice shall state the number OF
shares proposed to be sold and the price
al which such stakeholder proposes to sell,
and whether or not he has received a bona
tide offer for any portion OF the shares OF
stock proposed to be sold II such bona
tde offer has been made. the notice shall
state the highest price offered for said stock
and the name of the person offering the
same II the offer be In writing, 1t must
accompany the notice.
The secretary shall thereupon transmit
to each stakeholder copy OF such notice,
certified by him to be correct. During the
fifteen 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 he sold at
the price named in such notice or at the
highest price offered by any bona fide pur-
chaser. If, however, the prices above men
toned exceed the value Of such stock as
shown by the books OF this corporation at
the end OF the fiscal year Immediately pre-
ceding the notice, then and In that event
the stockholders shall have the privilege
and option OF purchasing the shares OF
stock proposed to be sold at their book
value 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 proportionately 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. IL 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 TO sell the
| stock about which he has given notice, In
| accordance with the terms and conditions
| OF the notice given by him. and not other
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
at any general meeting OF said corporation,
convened for such purpose, after ten days
previOu. notice shall have been given in
the manner provided In Article vi Of this
charter
But any and all meetings OF stockholders,
whether for purposes OF liquidation or for
any other purpose, may be held at any
time without notice by unanimous consent
Of all stockholders in writing, filed with the
secretary.
Whenever this corporation Is dissolved,
either by Limitation or from other cause,
its affairs shall be liquidated under the su-
perintendence OF two stockholders to be
chosen for that purpose by a ma Ority In
amount OF the stockholders present or rep
resented at a general meeting OF the stock
holders, at which the election Is held. Said
commissioners shall remain in office until
the affairs OF said corporation shall have
been fully liquidated. In case OF the death
OF one OF said commissioners or OF the re-
fusal or inability of one OF them to act,
the survivors shall continue to act and
shall select another stakeholder In the place
and stead OF the commissioner who shall
have ceased to act.
ARTICLE K
The president may, In his discretion, and
shall, upon the written request OF two
stockholders, call a special meeting OF the
stockholders Of this corporation.
ARTICLE XI.
No stakeholder shall ever be liable or re-
corporation in any further sum than the
unpaid balance due TO the company on the
shares owned by or subscribed for by him;
nor shall any informally in organization
have the effect OF rendering this charter
null and void or OF exposing the stock.
holders to any liability.
Thus done and passed at my office, In the
City of New Orleans. on the day, month,
and year first above written, In the presence
Of Messrs. Byron L. Pond and Alexander
Bugdahl, Jr., competent witnesses, residing
In this city who have hereunto signed
their names with the appearers and me.
Notary after due reading OF the whole.
(Original slgend):
Signatures OF SUBSCRIBERS.
Witnesses Byron L. Pond. A. Bugdahl. Jr.
FRED. DEIBEL, Not. Pub.
I, the undersigned Deputy Recorder OF
Nortga ges In and for the Parish OF Orleans.
State OF Louisiana, do hereby certify that
the above and foregoing act Of Incorporation
OF the Mercantile Adjustment Company was
this day duly recorded In the Mortgage Of
fice, Parish Of Orleans, In book 1918, folio
-. New Orleans, La. May 3, 1911.
(Slgned) EMILE LEONARD,
Deputy Recorder Of Mortgages.
l. the undersigned. Notary Public, In and
| for the Parish Of Orleans, do hereby certify
| the above and foregoing to be true and