The herald., 1912-05-23


All shares of stock shall be full paid aud
worcestershire. No transfer of stock shall
be binding upon the corporation, unless made
upon its books and all certificates of stock
shall be signed by such officers as may be
designated by the board of directors.
ARTICLE V.
All the corporate powers fthis company
shall be vested in and the management and
control OF its business and affairs shall be
exercised by a board Of directors TO be COM
posed of seven stockholders, a majority of
whom shall constitute a quorum for the
transaction of all business. Said board Of
directors shall be elected annually by ballot
of the stockholders on the second Tuesday
of May of each year. Each stakeholder
shall be entitled in person or by 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 cleo
lions 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 a forfeiture of
this charter. Any vacancy occurring on
said board Of directors shall be filed by the
remaining directors for the unexpipred term
Said board Of directors shall at its first
meeting after It's election, elect from among
its number, a president, a vice-president a
secretary and a treasurer. 1t may combine
the two last mentioned offices into one and
may even elect a secretary who need not be
stakeholder. Said board of directors shall
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 stakeholder TO any liability
beyond the unpapid balance due on the
shares Of stock owned by him.
ARTICLE VII
This act of incorporation may be changed,
modified or altered, or this corporation may
be dissolved with the assent Of the stock
holders owning a 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
to each stakeholder as provided for in Ar
ticle V Of this charter. In case of the dis
solution of this corporation by the expira-
ton of this charter or otherwise, the stock
holders shall elect three 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 successor TO
him.
ARTICLE VIII
Until the election to be held in May, 1913,
fha fol Inn yfa oh hold -t.
Ed. Thcbaud, f. l.. Kinsey, ]. \. Craig,
Jules VI. Wogan. John A. Wogan, Maurice
g. Wogan and Gilbert Halter, with the said
Jules VI. WOgan as president, the said Fred
l.. Kinsey "a vice-president, and the said
John A. Wogan as sccretary-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 4. Beck and Anthony
Troyani, both Of this city, competent Wit
nesSes, who have hereuntO signed their
names with the said appcarers and me, no.
tary, after due reading Of the whole
Original signed: Frederick l.. kinsey, 90
shares Jules VI. Wogan, 900 shares John
\. Wogan, 200 shares I. \. Beck, Ant.
TrOyani.
ROBERT LEGIER Not Pub
7, the undersigned Recorder ~ Mortgages
| in and for the Parish Of Orleans, State OF
| louisiana do hereby certify that the above
Knsey Machine Company was this day
| duly recorded In my office In book 1853. To-
| Ito = New Orleans. La, May Il, 1912.
EMILE LEONARD, by. Il.
| 4 true copy from the original act.
| ROBERT LEGIER. Not. Pub.
may 1G % 80 june Il 20 1912