The herald. [volume] (New Orleans, La.) 1905-1953, 1912-04-04
ARTICLE ".

be ten thousand dollars, divided into and
represented by two hundred shares OF the
par value of fifty dollars each, payable In
cash at such time and in such manner As
the board Of directors may determine, or
may be issued for work actually done or
services rendered.
No transfer of stock shall be binding
upon the corporation unless and until made
upon the books OF the corporation: and said
stock shall be represented by certificates Is
sued and signed by the president and the
secretary treasurer of the corporation.
Before any stakeholder shall sell or other
wise dispose of his stock, it shall be first
offered to the board of directors, whose du-
ties il shall be TO notify each stakeholder
in writing of said offer: and each stock
holder shall have thirty days. within which
TO accept and purchase said stock at its
book value provided however, this article
| is not to be construed so as to prevent a
stakeholder from selling his stock upon the
| open market should the other stockholders
| or the Board of Directors decline TO buy.
! This corporation shall begin business and
| become a going concern, as soon as three
| thousand dollars of its capital stock shall
| have been subscribed
ARTICLE V.
All the corporate powers of this corpor-
| alton shall he vested in and exercised by a
1 board of directors. composed OF three stock
| holders. a ma iOrity OF which shall constitute
| a quorum for the transaction Of all bust
ness; which said board of directors shall
ne elected at general meeting OF The stock
| holders of this corporation, to be held on
| the third Thursday of March of each year,
beginning with the year 1913
Immediately after their election. said di.
| rectOrs shall elect from their number a
president, a vice-president, and a secretary,
| treasurer; and the vice-president shall be
| general manager; and until the regular
election aforesaid the following shall com
pose the Board of Directors and officers,
| namely: Julius BOdenger, Reuben 4. Tan
sey, and Edward W. Burgis. with Julius
| BOdenger president; Reuben n. Tansey,
| as vice-president and general manager and
| Edward w. Burgis as secretary-treasurer
| who shall hold office until their successors
| are elected and indicted into Office; but
| provided that any failure to hold the cleo
| tiOn on the day fixed in this charter shall
not cause dissolution of this corporation
| and the said election shall be held as early
as possible thereafter.
At all meetings and at all elections. each
| share of stock shall be entitled TO one vote
| to be cast by the holder and owner in per
son or by written proxy !, and all elections
| shall be under such rules and regulations
as may be made by the board of directors
| and the person receiving a majority of the
votes cast shall be declared eIected.
| Due notice OF all elections shall be sent
by mail to each stakeholder, directed to his
| last known place of residence, at least ten
/ days prior TO said election.
The board of directors shall have the
| power to borrow money execute mortgages
/ issue notes, bonds and other evidences OF in
debtednesS; as they may consider necessary
i or advisable: and generally to do and per
| form all things necessary and proper fol
| the successful operation of the business OF
the corporation; and provided that saiC
board shall by porper resolution authorize
the president and the secretary treasurer Il
sign all deeds and documents, in the exer
| else of said powers.
The board of directors shall make al
rules, bylaws and regulations for the gov
i eminent of the affairs of the corporation
may render necessary; but no contract shall
be entered into or signed without resO
luton of the said board.
ARTICLE VI.
No stakeholder shall ever be held liabl,
for the contracts or faults or debts OF thi
corporation; nor shall any mere informally
in organization have the effect of rendering
this Charter null, or Of exposing a stock
holder to any liability, beyond the UNPAID
balance due on shares Of stock subscribed
by him.
ARTICLE VII.
This act OF incorporation may lie changed
altered amended, or said corporation dis
solved with the assent and votes of three
fOurths of the members present or represent
| ed by written proxies, at a general meetin!
previous notice OF said meeting shall have
been given, in writing and mailed to thu
last known place Of residence Of each stock
holder: and at such meetinge each share o.
4 stock shall be entitled TO one vote, TO b
cast by the owner, in person, or by writer
|, proxy.
In the event of dissolution. by Limitation
or otherwise, of this corporation, the stock
holders shall elect, from among their mum
Der, two commissioners, TO liquidate and set
tie the affairs of the corporation; and IL
case OF death or disability Of either of salt
commissioners. the other shall appoint I
successor TO him.
Thus done and passed. in my Office, a
the City of New Orleans, State of louisiana
on the day, month and year herein frs
above written in the presence Of Messieur
Max Bodenger and Morris Bodenger, com
petent witnesses OF lawful age, who heren
TO signed their names, with said appearer
and me, notary, after reading of the whole
=. (Original signedD
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