The herald., 1911-02-02
ment of any or all Of the aforesaid pur-

ment of any or all Of the aforesaid pur-
poses.
The capital stock Of this corporation Is
hereby fixed al the sum or ten Thousand
dollars CS1O,0OO). divided into one hundred
lOO) shares OF the par value or one nun
dred dollars (SlOO) each. Said stock shaiI
be paid for in cash or It's equivalent, IN such
amounts at such times and after such no
tice as may be prescribed and determined
by the Board Of Directors, or said Board OF
Directors shall have power 10 issue SAID
stock at not less than par IN payment Tor
labor done for, or services rendered to, or
Droperty actually received or purchased Dy
said corporation, and when issued for labor
done services rendered property re
ccived or purchased, the valuation or such
labor or services or such property snall De
fixed by the Board Of Directors, ana such
valuation when so nxed by resolution Oh
the Board OF Directors shall be conclusive
upon all stockholders and persons dealing
with said corporation as to the value or
such services or property.
All transfers Of shares Of capital stock OF
this corporation shall be entered on the
stock book, and no transfer OF stock snail
be binding, in any manner, on this corpora,
tion unless and until so registered in said
stock book.
commence business and be going concern
when this act OF Incorporation shall have
been signed, and when the sum of one thou
sand dollars $1,000 OF the capital STOCK
If at any time the Board of Directors
shall decide TO dispose of the remainder OF
the capital stock or any additional capltal
stock which may be issued, each stOckhOlder
shall have and enjoy n preferential right to
subscribe pro rata to the extent or their
respective holdings thereto. Any shares OF
stock so offered for subscription when may
not be subscribed for under the rights here
by conferred, shall he disposed or by the
Board OF Directors in their discretion for
the benefit of the corporation at not less
than par.
ARTICLE V.
Section l. All OF the corporate powers
now or hereafter by law vested in this cor.
poratiOn shall be vested in and exercised
by Board Of Directors composed OF three
90 stockholders, who shall be elected annu'
ally at a meeting Of the corporation to be
held on the first Wednesday OF January in
each year. If the date fixed for the cleo
tion OF said board shall fall on legal hol,
iday, the election shall be held on the hrst
day thereafter not a legal holiday, and the
Board OF Directors elected at any such
annual meeting shall hold and exercise their
offices until their successors be duly elected
and qualified.
Section ? In furtherance, and not in
Limitation OF, any OF the powers hereby, or
by statute conferred, the Board of Direc-
tors is expressly authorized:
a. To make, alter, amend and rescind
any bylaws Of the company TO fix and de-
termine and TO vary the amount to be re-
served as working capital OF the company
TO determine whether any, and II any, what
part Of any accumulated profits shall be de
clared in dividends and paid to the stock
holders.
b. To fill any vacancy among their num-
Der or in any other office arising through
death, resignation, disqualification or other
cause for the unexpired term thereof, the
remaining directors being hereby vested with
power TO fill such vacancies by an afhrma-
tive vote OF a majority Of the remaining
directors.
c. To elect from among their number,
Immediately after the election OF the board
or as soon thereafter as may be, president,
a vice-president and a secretary and treas
urer. Any two OF such offices may be held
by the same person, excee that the presi- |
dent shall hold no other office. The Board
OF Directors shall have power to designate
and define the duties and compensation OF
all directors, officers, agents and employees
of this corporation.
d. To borrow money from time to time
and in such amounts and upon such terms |
and conditions as they may deem proper
for the corporate purposes OF this corpora |
ton, and may in evidence thereof issue, or
entures or other obligations Of the company
therefor, and may secure the same by mort |
gage, pledge or hypOthecatiOn of the whole |
or any part of the assets and property Of
this corporation.
Section 3. For the time being and until
the stockholders OF this company can be |
in general meeting TO elect direc- |
tors, the Board OF Directors shall consist OF
George A. Simms, Edwin f. Worms and
Charles y. Worms, with George A. Simms |
as president, Edwin h. Worms as vice-pres- |
ident and treasurer, and Charles y. Worms |
as secretary.
The directors elected at said election shall |
serve until the first Wednesday in January, |
1911, or until their successors are elected.
ARTICLE VI.
The capital stock Of this corporation may |
be increased or reduced and this charter |
may be amended, altered. or modified at |
any time In accordance with the laws Of
the State OF Louisiana at that time being
in force, and this corporation may be dis
solved by a vote Of twO-thirds OF the whole