The herald., 1912-05-16
ARTICLE V.

AkllOl.E '.
All the corporate powers o fthiS company
shall lee vested in and the mana cement and
control of its business and affairs shall he
exercised by board of directors TO be- com
posed of seven stockholders, ajority of
whom shall constitute a quorum for the
transaction of all business. Said board of
directors shall he elected annually by ballot
of the stockholders on the second Tuesday
of May of each year Each stakeholder
shall be entitled in person or 10y written
proxy, to one vote Of each share of stock
owned by him and standing in his name on
the books Of the corporation. and all elec
tiOnS shall be held under such rules and
regulations as may be determined by the
board of directors, but. after AT least ten
days notice of such election shall have been
given to each stakeholder at his last known
address, or by publication in one of the
daily newspapers published in the city Of
New Orleans for at least ten days preced-
Ing such election The directors thus elect
ed shall continue in Office for one year or
until their successors shall have been duly
elected and qualified No failure TO hold an
election shall be regarded as forfeiture of
this charter. Any vacancy occurring on
said board of directors shall be filledsby the
remaining directors for the uncXpipred term.
said board of directors shall at its first
meeting after its election, elect from among
its number, a president, vice-president,
secretary and Il treasurer. 1t may combine
the two last mentioned Offices into one and
may even elect a secretary who need not DE
have the power and authority TO appoint and
dismiss such clerks, managers and other
employees of the corporation. including the
secretary, who is not stakeholder as con
ditiOns may Justify or the business of the
corporation may require. The tenure of
office of all employees of the corporation
shall be during the pleasure of the board Of
directors.
ARTICLE VI
No stakeholder shall ever be held liable
or responsible for the contracts faults or
debts of said corporation, nor shall any
mere informality in its organization have
the effect of rendering this charter null. or
of exposing a stakeholder 10 any liability
beyond the unpapid balance due on the
shares Of stock owned by him.
ARTICLE VII
This act of incorporation NAV be changed.
modified or altered, or this corporation may
be dissolved with the assent of the stock
holders owning majority of the stock of
the corporation at a meeting convened for
that purpose and after at least ten days
notice of this meeting shall have been given
10 each stakeholder as provided for in Ar
ticle V of this charter. In case of the dis
solution of this corporation by the eNpira-
tiOn Of this charter or otherwise. the stock
holders shall elect threcs liquidators from
among their number to liquldate and settle
the business and affairs Of the company. In
case of the death or inability of any of said
commissioners or liquidatOrs, the survivor
or survivors shall appoint a successor to
him.
ARTICLE VIII
Until the election to be held in May. 1913.
the following named stockholders shall CON
Stitute the first board of directors viz ].
Ed. Thebaud, F. l.. Kinsey. ]. A. Craig.
Jules NJ Wogan. John \. WOgan. Maurice
:. WOgan and Gilbert Halter. with the said
Jules VI. Wogan as president, the said Fred
L. Kinsey as vice-president and the said
John \. Wogan as secretary treasurer.
Thus done and passed at my Office in the
City of New Orleans. on the day, month and
year. herein first above written. in the pres
ence of Theodore A. Beck and Anthony
TrOyani both of this city. competent wit
ncSSeS, who have hereuntO signed their
names with the said appearers and me, no
tary, after due reading of the whole.
Original signed Frederick l.. KinSey. 90
shares Jules VI. WOgan, 600 shares John
\. WOgan, 200 shares. T. A Beck, Ant.
Troyani
ROBERT LEGIER. Not. Pub.
/, the undersigned Recorder Of Mortgages
in and for the Parish of Orleans State of
Louisiana, do hereby certify that the above
and foregoing act of Incorporation of the
Kinsey Machine Company was this day
duly recorded in my office in book 1855, TO
lilo -. New Orleans. La, May IA. 1912.
EMILE LEONARD, by. X.
A true copy from the original act.
ROBERT LEGIER, Not. Pub.
may 16 % 80 june 10 90 1912