The herald. [volume] (New Orleans, La.) 1905-1953, 1911-02-16

be full-paid and worcestershire.
This corporation shall be authorized TO
commence business and be a going concern
as soon as one hundred thousand dollars
tslOO,OOO.OO) OF its capital stock is sub
scrlbed and paid for, as above provided
The shares OF this stock shall be trans
ferabie only on the books OF this corpora
ton, and no transfer OF stock shall be bind
ing or have any effect upon this corporation
unless, and until, made upon its books
and a prior lean on all shares of stock
shall be retained by this company on tho
stock of any shareholder for any Indebted.
ness, secured or unsecured. however evil
denced or created, due at any time to the
company by the holder OF said stock. and
all transfers Of stock shall De made sub
ject 10 these conditions.
ARTICLE V.
All the corporate powers Of this corpor-
alton shall BE- vested in, and exercised by
4 Board OF three directors, who shall each
be stakeholder in this corporation a ma
lorlty OF whom shall constitute quorum
Tor the transaction Of all business and a
| majority vote at any meeting shall de-
| eide all questions voted upon.
Said directors shall be elected annually
! from the stockholders on the first Tuesday
! OF January of each year, after due notice
OF said meeting shall have been given TO
each stakeholder, sent by mail to his last
| known address, ten days prior to the said
| election held which said notice. or any
other notice required by this charter may
| be waived in writing.
At said election. and at all other meet
| ingS OF the stockholders, the vote shall be
| by ballot, and each share OF stock shall be
entitled to one vote, to be cast by the owner
IN person or by written proxy. The ma.
| Jority OF stock, voted at any stockholders
meeting. shall decide all questions voted
upon, except as otherwise provided
The officers of this corporation shall be
a President, Vice President, and a Sec
| rotary Treasurer. The first Board OF Direc-
tors OF this corporation Is hereby declared
to be: John F. Payne, W. L. McWhite,
and Walter b. Chilean with the said John
+: Payne as President. the said W. L. Ne
White as Vice President. and the said
Walter r. Chilean as Secretary-Treasure-.
Which said Board and officers shall hold
day in January, 1911, or until their sue
cesSors are duly elected and qualified at
which said date, and annually thereafter.
the stockholders shall elect a board OF
said board shall, within two days after
their election, elect from among their
number a President and Vice President
They shall also elect a Secretary-Treas-
or said board or a stakeholder in the dis
erection OF the Board OF Directors. fail
ure to hold an annual election or to elect
officers as herein provided for. shall not
result In the dissolution OF this corpora
tion. but the then Board OF Directors and
officers shall hold their respective offices
until their successors are duly elected.
Any vacancies occurring on said Board
or Directors shall he filled by the remain
ing members OF said board for the unex-
plred term at a meeting called for that
writing sent by mail to said directors at
their last known addresses. and IL the said
board fails to elect at said meeting, then
the election may be made by the stock
holders at special meeting called for that
purpose In the manner herein provided for
the election OF directors
The said Board OF Directors shall have
the power to make all bylaws, rules and
regulations for the proper management and
conduct Of the affairs of this corporation.
and TO change. alter. amend or abolish the
same at pleasure, and shall have and e1-
ercise all the powers conferred by law on
charter.
The said Board OF Directors NAV also
delegate any OF said powers in the trans
action OF the business OF this corporation
70 committees OF their own body, or TO the
omsers and agents OF this corporation.
other than the elected officers. shall be con |
sidered as employed by the month. unless |
otherwise specifically contracted with in |
1t shall be the duty Of the President OF
this corporation. or in the event OF his in |
ability TO act then the Vice President. TO |
can special meeting OF the Board Of Di- |
request to that effect, signed by two direc- |
Tors or upon the written request of ten |
per cent of the stock issued.
ARTICLE VI.
This corporation may he dissolved by vote
OF three-fourths (3-4) OF the capital stock
thereof, at a general meeting convened for
that purpose in the manner as above pro-
Vided. for the calling OF the meeting held
annually Tor the election OF Board Of d.
rectors, except that In that event a notice
in writing shall be sent to each stockboIder
Tor thirty 900 days prior to said meeting
at his last known address Whenever this
corporation is dissolved, either by limita.
Ire Fos-
llquidated by three liquidating Commission.
ers 10 De elected at such general meeting:
ana In the case of death, resignation or
inability to act of any OF said c0mmission-
ers, the surviving commissioner or com
missioners snail appoint a successor and
together they shall continue the LIQUIDATION
TO Its termination.
Each stakeholder shall file his address
ana any change thereof with the Secretary
IN writing, and failure so to do shall con-
'titute waiver OF all notices
ARTICLE VII.
This charter may be changed or amend.
co. and the capital stock may be Increased
}r diminished, by a vote of three-fourths
l3-4) OF the capital stock issued at a gen.
III, bdr. mee1lng called for that purpose, after
having been sent to each stockbo,de er'in as
Ills last known address
ARTICLE VIII.
NO stockholder shall ever be held liable
y responsible for the contracts or faults
y y this corporation In any further sum
nan the unpaid balance due the companv
N the shares Of stock owned by him. nor
mai any mere informality in the organ
z si hereof have the effect Of rendering
ms charter null, nor Of exposing anT
tockholder to any liability beyond such
took. 70 Uue on HIS
, This done and passed, in NV Office IN
ne City OF New Orleans, Louisiana. on the
ray, month and year herein first above
n ne IN the presence of Pierre A Le-
ent male witnesses here residing. who
iereunto sign their names, together with
me sald appearers and men, Notary, after
Original Signed)
W. B. CHILEAN,
]. f. PAYNE,
A. ID. PRESTON,
p. A. LELONG, JR