The herald., 1912-09-26

the first election to be held In the year 1914.
All such elections shall be by ballot at the
Office of the corporation under the superyi-
sion of five (5) commissioners TO be APP
pointed by the board OF directors and In
the absence of any commissioner the prest-
dent shall have power to NIL the place by
appointment, and of all such elections, as
well as Of all meetings Of stockholders, ex-
cept for the purpose of liquidation or disso-
luton, or as otherwise required by law, ten
days notice shall be given by mailing TO each
stakeholder who appears as such on the
books Of the company, at his last designated
address or at the general delivery at New
Orleans, IL he has not designated an ad-
dress, an announcement stating the time and
shall be entitled to one vote for each share
Of stock standing In his name on the books
OF the company, cast In person or by proxy
and the majority OF the votes cast shall
elect. The board of directors shall have
power to fill all vacancies that may occur
on the board. Failure to elect directors on
the day above specified shall not dissolve
the the corporation, put ehs directors then Ill, IN
cessors are elected Due notice of another
election shall forthwith be given as above
provided. Such notice of election shall be
continued to be given until an election is
held. A majority Of the directors shall con-
stitute a quorum for the transaction of any
business and the board of directors at their
first meeting following each annual election
shall elect from their number a president,
vice-president, general manager, a sec
rotary and a treasurer, and such other Off
GERS as the board shall deem necessary. The
to unite two or more of the above or other
| offices, and the same to confer upon one per-
son and shall have power to fix the salaries
of all officers, and of such other officers as
they may deem necessary. The board OF d.
| rectors shall have power to make and estab-
| lish as well as alter and amend all bylaws.
rules and regulations necessary and proper
for the support and management Of the bus
nd OF Qfro 0f oat mi
| inconsistent with its charter. Said board
| by unanimous vote shall also have full pow
er and authority to borrow money and
| through the president or some other duly
cages, issue notes, bonds or other obligations
/ In such amount and on such terms as In
their Judgment may be advantageous, and
| generally to do all things reasonably neces-
| sary for the proper carrying on of the busi-
| ness of said corporation, as also to issue
and deliver full paid shares Of stock and
payment of money borrowed, labor services.
], property or rights actually received by said
| corporation as heretofore set forth. At any
meeting Of the board of directors any direc-
| tor absent from the meeting may be repre-
sented by any other director, who may cast
i the vote of said absent director according
| to the written directions of said absent di.
rector. The full board Of directors shall
have the power, by unanimous vote of the
i five directors, to sell, lease, mortgage, (by
bond, mortgage or otherwise), or to pledge
any and all OF the property movable and
/ fmmovable, belonging to the corporation OF
i to receive In exchange therefor money OF
stocks or bonds or other obligations of any
other corporation without referring to the
Il shareholders for the power TO do so and
they may also purchase for stock in thi:
4 company or for cash or on credit, property
Of any kind acquired for any OF the pur
poses Of the corporation without authority
Il Of the shareholders.
i Until the next general meeting to be held
under the charter on the first Monday Of
March, 1914. or until their duly qualified
successors are elected and installed th'
board of directors shall be composed 81
Wilton T.. Aymar, Henry r. Warfeld. Clar
ence L. Foretich, VIM. F. Williams. Ormont
> r. Aymar, with Wilton f. Aymar as presi
dent, VIM. F. Williams as vice-president an6
treasurer, Clarence i. Foretich. secretary
: and Henry b. Warfeld as general manager
all other officers are to be elected by tn
board Of directors.
, ARTICLE VI.
Whenever this corporation shall be dis
solved either by limitation or from any othe
cause, It's affairs shall be liquidated by thre'
J stockholders to be appointed at genera
meeting of stockholders convened for tn
purpose of liquidation, as hereinafter pro
vided, each share being entitled TO one vot
to be cast by the holder, either in person o
by proxy. Said commissioners shall remain
In once until the affairs. of said corpora
7 ton shall have been fully settled and iiqui
81 dated, and they shall have full power an