The herald., 1911-10-26

| directors. Said board at its first meeting
| after It's election shall appoint from among
| It's members, president. one or more vice
presidents, treasurer and a secretary. Ii
may, in Its discretion, consolidate any two
| Offices into one. Ii may even elect a secre-
larry VINO Is not stakeholder or director
Ihc president shall, from time to time ap-
| point and discharge such clerks, agents and
| other employees as he may deem eKpedient In
the proper conduct and management OF the
AFFAIRS, business and concerns Of said corpo-
| ration.
All stock In this corporation shall be held
| upon 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 hereinafter set out,
| to-wit:
First; No sale or other transfer of shares
OF stock in this corporation shall be valid
until and unless the opportunity has been
hrst afforded the shareholders OF record at
| me Date OF such transfer sale or other
alienation to purchase such stock at book
value plus twenty-five per cent, the value
to he ascertained in the manner herein pre-
ScrlDed The right TO acquire said stock
| hereby first vested in the other stock holders
of record shall follow the stock into any
hands TO which 1t may pass and may be ex-
erclSed 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.
IL shall be the duty Of any holder of stock
IN thlS corporation who intends or desires
pose OF the same, to give ten days writtOn
notice of such intention or desire to the
board or 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-
ct itF ffyrf,, sb
directors In writing and thereafter shall de-
post the price of said stock In cash with
the corporation on or before the expiration
OF eighty days from the last mentioned date
Upon the receipt of the first mentioned
notice, the board Of directors shall advise
the person owning said stock, his agent or
representative, TO join with said board in
liking the value of said stock, which value
snail be established on the basis Of the last
annual or semi-annua statement or report
or 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 sucn
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 evil
In the premises whether the value Is estab-
lished by the joint act of the owner, his
agent, widow, heirs or representative or by
the board Of directors acting In default OF
the cooperation Of said person or persons
Upon receipt Of the offer or acceptance OF
any shareholder TO purchase said stock and
upon obtaining guarantee satisfactory to
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
n NJ nfsghf .lav9 afn r.,
call In the certificate or certificates repre-
senting such stock and pay the price or
value thereof and cause the same to be
transferred on the books TO the purchaser
Second. The preference, option and right
OF purchase heretofore vested by paragraph
First In the other shareholders shall exist
quire the shares Of stock OF a deceased
stakeholder, and the formalities and course
OF procedure, the terms, conditions, stipula-
lions and delays hereinabOve established In
said paragraph shall apply In all respects TO
the procedure 10 be followed Ia case OF
death. Immediately upon receipt OF infor-
nation OF the death OF any shareholder, Ii
snail be the duty OF the board OF directors
to cause the necessary steps TO be taken to
carry out and enforce these provisions.
Third The preference, option and right
OF purchase herenabove established shall
run In favor OF each shareholder OF record
for his virile share In proportion TO his ex.
listing holdings In the stock, but should any
shareholder fail TO exercise his right in this
sOrbed by the other shareholders, provided
that the owner, his widow, heirs or legal
representatives, as the case may be, shall
not be obliged TO deliver said stock unless
the offers TO purchase the same shall include
and cover the entirety OF the offerings under
First or all OF the holdings under
paragraph Second
Fourth. All certificates Of stock shall
bear upon their face a brief reference 70 the
rights herein established in favor Of the
stockholders"
As the whole more fully appears by the
annexed certified copy OF the minutes OF said
meeting, made a part hereof.
Thus done and passed In my ONCE. on the
day, month and year, first above written, In
the presence OF Frank Il. Twomey and Frank
J. Basile, competent witnesses, who have
signed with the appearers and me, the no
tarr after reading the whole.
(Original signed Ernest Lee Jabncke.
Paul +. Jahncke
+. b. Twomey. F. J. Basile.
FELIX J. DREYFOUs, Not Pub.
I, the undersigned. recorder OF mortgages
I'm and for the parish Of Orleans and state
OF Louisiana, do hereby certify that the
above and foregoing amendment to the act Of
incorporation OF The Jahncke Navigation
Company was this day duly recorded In
my office, In book ----, folio -.
New Orleans, August 10, 1911
(Signedl
EMILE LEoNARD, u. X.
4 true copy from the original act
FELIX - DREYFOUS. Not. Pub.
(Seal) 2O4 l.. & l.. 4 G.. Building
oct y 10 90 nov o 10 1911