The herald. [volume] (New Orleans, La.) 1905-1953, 1911-08-17
ARTICLE v.

offered same TO the other stockholders.
ARTICLE V.
All the corporate powers OF this corpora
| ton shall be visited in and exercised by a
| board OF directors composed OF five to
stockholders, who shall BE- elected by the
stockholders al the annual meeting OF the
| corporation, which shall be held on the sec
| ond Monday OF February OF each year.
Three members Of the board Of directors
| shall constitute a quorum.
The officers OF the corporation shall be q
| president, who shall also be general mana
ger; vice president, a secretary, and a
| treasurer, provided that, at any annual
meeting, the stockholders may separate the
| Office OF general manager from that OF presi-
dent and consolidate ii with any OF the
offices or create Ii as a new office, in which
latter event IL shall be filled in the same
manner as herein provided for other Off
GERS
The Officers hereinabove designated sha II
be elected annually by the stockholders at
the annual meeting from among the number
or directors elected at such meeting.
Until the first annual meeting. herein
above provided for, or until their successors
are elected and qualified. the following shall
constitute the board OF directors OF this
corporation: Waldo r. Utley, August W
Berdon. Edward NeuwIrth. Jr., George r.
EgdOrf and Timothy OBrien. with Waldo
b. ttley as president and general manager !:
August W. Berdon as Vice president; Ed
ward Neuwirth, Jr., as secretary, and
George +. Egdorf, as treasurer.
All directors and officers shall be elected
FOR the term OF one year, but shall hold
thelr respective offices until their successors
are elected and qualified
Any vacancy occurring In the board Of
directors, from whatever cause, shall De
hlled. from among the stockholders by the
remaining members Of the board provided
however, that In the event OF the death of the
president, while acting as general manager
a genera, meeting OF the stockholders shall
at once be called 10 elect his successor
All elections shall be by ballot and the
majority OF the votes cast shall elect
AT all meetings. each stakeholder shall
be entitled to one vote, either in person or
by written proxy, for each share of stock
standing in his name on the books of the
corporation. provided, that no stock shall
be voted at any meeting which has been
transferred on the books OF the corporation
ing.
ARTICLE VI.
The general manager shall have the
power to employ and dismiss all sub
officers. agents and employees of the cor
poration and to fI their salaries.
The salary OF the president and general
manager shall be fixed by the board of di-
rections OF the corporation.
ARTICLE VII.
All checks, promissOry notes, drafts. &C
ceptances, contracts and other evidences OF
Indebtedness. as well as all obligations OF
signed by the ........... general
manager, or in his absence and inability
10 act, then by the secretary, cOuntersigned
by the vice president.
ARTICLE VIII.
This, This act Of Incorporation may be changed
dissolved, by a vote OF three fourth of the
STOCK present or represented at a general
meeting called for that purpose, after thirty
vs. nOff nF a
been given by advertisement in one OIL
me daily newspapers published in the city
OF New Orleans.
ARTICLE TX.
No stakeholder shall ever be held liable
or responsible for the contracts or faults |
or the corporation in any further sum than
the unpaid balance due on the shares of |
stock owned by him, nor shall any infor-
mallty In organization or the failure to hold
time have the effect OF rendering this char
ter null or OF exposing any stakeholder 10
and liability beyond the unpaid balance due
on his stock.
ARTICLE X.
At the expiration OF this charter, or when
this corporation Is otherwise sooner dis
solved, its affairs shall be liquidated by
three liquidators to be elected by the stock
holders at meeting convened for that pur.
pVse. any vacancies IN the nQuldatOrS shall
be nlled by the remaining liquidators
~, Thus done and passed, in my Office In
the city OF New Orleans, on the day. month
and year first above written, in the presence
ot Messrs. Gustaf Z. Westfeldt Jr., and
Horace ID. Knapp, competent witnesses who
have hereunto signed their names. together
With said appearers and me, notary, after
reading of the whole
=, (Signedl w. B. Utley, A. W. Berdon.
Timothy O'Brlen, f. Neuwirth. Jr., c. p
Eilerson. Geo. Z. Egdorf, Joseph c. Maurer.
Gustaf X. Westfeldt, Jr., Hor-
ace ID. Knapp.
FRANK VIM. HART, Not. Pub.
l, the undersigned recorder Of mortga ges
n and for the parish of Orleans, state of
Louisiana, do hereby certify that the fore
going charter Of w. b. Utley company, VISA
MS day duly recorded In my Office In Book
1851, folio.
New Orleans, July 18th, 1911.
CSfgned) EMILE LEONARD, ID. r. II
True copy. II
FRANK wM. HART, Not. Pub.
(SeaD
July 13-20-27. Aug. 3-1O-17. 1911.