The herald., 1912-03-28

thirty days prior notice Of such intention,
which notice shall be given In writing TO the
president, who shall thereupon Immediately
communicate said notice In writing TO each
and every stockholder of record, in the
manner set out in Article for notice OF
stockholders meeting, and the other stock
holders shall have the first privilege or pur.
chasing said stock at the book value thereon
for a period of thirty days from the delivery
of said notice 10 the president, after which
thirty days said stock may be sold In open
market In the event that the other stock
holders avail themselves of the said thirty
day privilege and the demand should be for
more shares than are offered Tor SAFE, tne
stockholders desiring to buy shall be en-,
titled to purchase upon the pro rata basis OF
the stock already standing In their respect
I've names on the books OF this company.
There shall be written or printed across
each certificate OF stock on TINS company;
These shares are issued and shall be held
subject 10 the charter and bylaws OF this
corporation"
The business and affairs OF this corpora
tion shall be managed and conducted by,
and all the corporate powers thereon shalI
be vested in and exercised by BOARD OF
not less than four nor more than nine ulrec-
tors to be elected from among the stock
holders Of the company, who shall have, at
least ten shares Of the capital stock or the
company standing in his name on ieoton1 the com
present either in person or represented Dy
proxy, shall constitute a quorum of the
board, provided that IL at any meeting
ber of directors present in person or repre-
sented by proxy, shall constitute quorum
at the next meeting; ,o,o
Until the first Tuesday in January, 1915,
or until their successors are duly elected,
qualified and installed, the directors OF thls
corpora tion shall be composed OF Albert Cod
chaux, as president; Harold Mayer, as vice
president; r., f. l.. Mayer ana a. A. Zo1,aS' .naS
and annually thereafter a meeting or the
stockholders of this corporation snail De
held at Its d0micile for the purpose OF
electing directors for the ensuing year. Sald
election shall be by ballot and the stock
holders receiving n ma jOrity OF the votes
cast shall be declared elected. A iallure
from any cause whatsoever TO hold TINS sald
annual meeting, or failure TO eject directors
on the day above specified, shall not dis,
solve the corporation, but the directors and
officers then in Office shall hold over until
their SUCCESSORS have been duly eiected, quai-
ified and installed and 1t shall be the duty
of the board OF directors to convene within
ten days another meeting or STOCKHOLDERS
for the purpose OF electing directors, OF
which meeting each stockhoider snall n9Se Th
three days prior notice in writing. The
failure to hold said second meeting, or the
failure 10 elect directors at same, shall Ike
wise not dissolve this corporation, Dut the
incumbent officers shall remain in once and
there shall be no election of directors by
stockholders until the date of the next an
nual meeting, 10 which or to any Subsequent
annual meeting or meetings the same rules
shall apply.
Except as herein otherwise provided, no
tice of all meetings OF stockholders for the
election of directors or for any other pur-
pose. shall be given In writing at least ten
days prior to the date fixed for said meet
ing, and shall either be delivered personally
TO the stockholders or deposited In the mail
directed TO each stockholder to his address
as same shall appear upon the books OF the
corporation and II no address appears upon
the books OF the corporation, then SAID no
car OF general delivery, New Orleans. La.
Any notice required by this charter may
be waived in writing by any or all OF the
hooks. Al all meetings Of stockholders, each
stockholder shall be entitled 10 cast one