St. Tammany farmer. [volume] (Covington, La.) 1874-current, 1912-07-27

ed BY the President and Secretar,
Of said corporation. and all trans
fers Of stock shall be made on thu
books of said company, at its Offices
on the surrender of tie certificate.
No stakeholder shall have autaori
ty or right to sell or otherwise I.s
pose of his stock in whole or "a t
without first giving the Board o.
Din ectors ten (10 days writer
notice of his intention or desire te
dispose of any of his stock or par,
thereof, and allowi:l:, i.:e a OF
Dir ctors or in its default, an STICK
holder, the first opportunity VI 4'ur'
chasing the stock.
This corporation Shall commence
doing business as soon as Three Hun
dred THOUSAND and No-One HIN
dredths ($3OO,O0O.O0) Dollars OF its
capital stock shall have been sub
scribed for, as above provided.
ARTICLE w.
I The corporate powers of this cor
poration shall be vested in and ex-
ercised by a Board of Directors
which shall consist of three CO
stockholders; a majority Ut whom
shall constitute a quorum for the
transaction of business. Said Direct
tors shall be elected annually from
among the stockholders on the LIST
day OF January of each year, COM
mencing on the LIST day of January
1913.
Notice of such election shall be
given by two (2) publications in
newspaper published in st. Tam
many parish, La, within fifteen (15)
days Immediately preceding said
election.
At said election, and ct all other
meetings of the stockholders the
voting shall be by ballot, and each
share of stock shall be entitled to
one vote by the owner In person, or
by written proxy.
Within ten days of their election
as above provided for the Board OF
Directors shall elect from among
their number a President, a Vice
President, and a Secretary and
Treasurer, provided one person may
hold the office of both Secretary and
Treasurer, and all Of said officers
and directors shall hold their re-
spective Offices for a period of one
(D year from the date of their cleo
ton, or until their successors are
elected. But the failure to hold an
annual election, or to elect the Of
ficers as provided for, shall not re-
suit in a dissolution. of this corpora
ton but the then Board of Direct
ors and officers shall hold their offices
until their successors are duly
elected.
Any vacancies occurring in said
Board OF Directors shall be filled by
the remaining members of the Board
for the unexpired term, at a meet
ing called for that purpose, after five
(5) days notice in writing. sent by
mail to said directors at their last
known residence.
The said Board of Directors shall
have the power to make all bylaws
rules and regulations for the proper
management and conduct of the at.
fairs of this corporation, and to
change, alter, abolish and amend
same at pleasure, and shall have and
exercise all the powers conferred by
law on this corporation, and as set
forth generally above.
The said Board of Directors may
also delegate any of said powers
in the transaction of the business OF
this corporation, to committees of
their own body or to the officers and
agents Of this corporation.
The first Board of Directors OF
this corporation are hereby declared
to be William l.. Houlton, Fred A
Lewis and Richard G. Latta, with
William L. Houlton as president
Richard G. Latta as vice president
and Fred A. Lewis as secretary-treas-
urer, who shall hold their respective
offices until the first day of January
1913, or until succcssn.'s are duly
elected snd qualified.
ARTICLE Y.
This corporation may be dissolved
by q vote of three-fourths Of the cap
ital stock thereof present at a gel
eral mecLing tOnven: ! for that rur-
pose after forty days advertisement
in newspaper published in St. Tam
many parish, La, Immediately pre-
ceding said meeting and written
notices of the objects OF said meet
ing sent to each stakeholder thirty
500 days Immediately prior to sale
meeting, at his last known place o.
residence.
Whenever this corporation is dis
solved, whether by liquidation o.
otherwise, it affairs shall be liqui
dated by two liquidating commission
ers to be elected at a general meet
ing, and in case of death or disabili
ty of any of said commissioners, tn.
surviving commissioner shall appOin
q successor from among the stock
holders, and together they shall con
tinue said liquidation to its termi
nation.
ARTICLE vi.
This charter may be changed, al
tered or amended, and the capita
stock increased or decreased, by
vote of two-thirds of the capita
stock issued, at a general meeting
called for that purpose, after thirt
1901 days prior notice in writing
having been sent to each stockholde
at his last known residence, STATING
the object of said meeting, and fort.
(4O days advertisement in a news
paper published in St. Tamman
parish. Louisiana, in which the oh
ject of the meeting is also stated.
| ARTICLE VII,
| No stakeholder shall be held liabl
or responsible for the contracts O
faults of this corporation in any fur
ther sum than the unpaid balanc