St. Tammany farmer. [volume] (Covington, La.) 1874-current, 1911-12-30

inability to act, then by the vice
president. No share OF the capital
stock of this corporation shall ever
be transferred, or sold, or disposed
of, unless the stakeholder desiring
to make such transfer shall first of
fer said stock to said corporation
through its Board of Directors, and
the Board shall have one week with
in which to accept or decline the
offer to sell. No sale or transfer Of
stock shall be valid or binding until
the transfer of said stock is made
on the books of the corporation, and
no transfer shall be made on the
books OF the corporation until evil
dence is exhibited to the secretary
that the offer of sale of said stock
has been made to the Board of Di-
rectors, and one week has elapsed
since the offer was made.
ARTICLE v.
The affairs of this corporation
shall be managed and controlled by
Board of Directors composed OF
three stockholders, which number
may be increased to five at the OBJ
ton of the Board of Directors. who
shall be elected annually on the
third Monday in November of each
year, beginning with the year 1912.
and all elections shall be by ballot
and held at the office of the cor
poration and each share of stock
present or represented by proxy
shall be entitled to one vote. Ten
days prior notice shall be CIV
en- of each election by publ
cation in some newspaper published
in the town of Covington, and by
written notice signed by the secre-
tary, to each stakeholder mailed at
his last known address ten days
prior to each election. Failure to
elect directors on the date above
specified shall not dissolve this COR !,
poration, but the then incumbent
Board of Directors shall continue in
Office and cause another election to
be held, within thirty days there
after, of which ten days notice shall
be given as hereinabove provided.
The said Board of Directors as soon .
as elected shall Immediately proceed
to elect from their own number, a
president, vice-president and q sec
rotary, who shall also be the treas
urer of said corporation.
All the corporate powers of thisS
said corporation shall be vested In
and exercised by the Board of Dir
rectors, with the right to fill vacan-
cies in their own number, and to
make such bylaws for the manage
ment and regulation Of the affairs
of the said corporation as may be.
necessary and proper, and to change
and amend the same at pleasure.
To appoint such officers, clerks,
managers, ETC., as said board may
deem necessary, and to discharge
the same at pleasure.
Said Board of Directors shall have
full power to contract debts, borrow
money, issue notes, bills Of exchange,
bonds and other obligations, execute
and grant mortgages and generally
do all things necessary to carry on
and for the conduct of the business
of said corporation, and to have full
power to and authority to issue and
deliver full paid shares of stock, or
bonds or obligations of said corpora
tion in payment of labor done, or
money borrowed, or property or
by said corporation.
ARTICLE vi.
This act of incorporation may be
modified, changed or altered, or said
corporation may be dissolved with
the assent of three fourths Of the,
capital stock represented at gem
eral meeting of the stockholders
convened for that purpose, and after
notice shall have been given in one
Ors mi h id IA In
the town Of Covington, once week,
for four weeks successfully, proceed
ing the date of the meeting, andaby
written notice signed by the secre-
tary to each stakeholder, mailedsto
him at least thirty days prior to the
date of meeting, at his last known
address.
At the termination of the charter
of this corporation, or at the dis
solution of said corporation, its af-
fairs shall be liquidated by the Inem-
bers of the Board of Directors as
liquidating commissioners, note of
which shall be made on the minutes
of said Board of Directors, at the
same meeting it is decided to- dis
solve this corporation. Said Beard
as liquidating commissioners, in case
of any vacancy in their numbers,
the remaining members shall fill the
said vacancy.
ARTICLE VII.
No stakeholder shall ever be held
liable for the contracts or faults of
said corporation in any further sum
than the unpaid balance due the
corporation on the shares of stock
owned by him, nor sail any mere
informally in organization have the
effect of rendering this charter null,
or exposing any stakeholder to any
liability beyond the unpaid amount
remaining due on his stock.
The above named appearers have
respectively written opposite, their
names the amount of stock Of this
corporation subscribed for by each
of them, and which amount of stock
each acknowledges to have subscribe
ed for, in order that this act of in
corporation, or charter, may serve
as the original subscription list of
this said corporation, and as soon as
Three Thousand Dollars of the cap
ital stock of this corporation shall
be subscribed for, this corporation
to be a going concern.
The first Board Of Directors of
this corporation shall be composed
OF DR.. 3. G.. Maarrero, Claude G.
Champagne and Victor III. Frederick,
of whom the said DIR. F. G. Marrero
shall be president, the said Victor
Fl. Frederick shall be vice president,
and Claude, C. Champagne shall be
secretary-treasurer, and they shall
hold office until the third Monday of
1912, or until their sue
ceHsors have been duly elected.