The herald. [volume] (New Orleans, La.) 1905-1953, 1912-03-14

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said board of directors shall be elected each
year at the annual meeting Of the stock
holders
The first board of directors. who shall
have tenure OF office from the organization
of the corporation. shall consist of John A
kruse. ). l.. Coleman and W. l.. Langworthy
and these directors shall hold Office until
the third Monday in February. lob. or un-
Ill their successors shall have been selected
and indicted into office.
The said board of directors shall have
power to make all rules and regulations for
| the government and mana cement Of this cor
poration: il shall be the full power and au-
thorltx In me management and control Of
the affairs of the corporation. with power to
delegate such Of its power and authority in
the management and control OF the business
and affairs Of the corporation to any officer
or the corporation as il sees fit. 1t shall
! have the power 10 nil any vacancy occurring
| in It's number 1t shall have power and arI-
thority to employ and dismiss employees.
\ majority OF the board OF directors voting
at any one time in person or by proxy shall
be required To pass any resolution or ADOPT
any bylaw, and when so adopted said reso-
luton or bylaw shall become valid corpo-
rate acts.
Upon the third Monday in February. 1913,
ana on the same day Of each succeeding
year, except when such day may be a legal
holiday and then upon the next following
lay day the stockholders shall elect a board
or directors 10 serve for the ensuing wear
from It's election or until a succeeding board
OF directors shall have been elected and quail
lined; the board OF directors designated BY
this act 10 hold Office until the third Mon
day In FEBRUARY. 1913, or until their sue
cessOfs snail nave been elected and qualified.
The board Of directors so elected shall
elect from their number the officers OF the
corporation, who shall be president, a vice
pres Sent and a secretary-treasurer no per-
son TO hold more than one Of the above Of
fees ut the same time, the office of secretary
treasurer being one Office.
The election Of directors shall be by ballot
and the person receiving the highest number
or votes shall he elected. For electing di-
rectOrS or voting on any other matter each
snare or stock. whether present or represent
ed Dy proxy shall be entitled to one vote
and a ma iority OF the votes cast shall be
required 10 pass any resolution or decide
any question submitted to the stockholders
except FOR the alteration OF amendment OF
this charter or the dissolution of the cor
poratiOn as hereinafter provided.
The first officers OF the corporation are
hereby declared to be John A. Kruse pres
ident: $. L. Coleman. vice-president W. p.
langworthy. secretary-treasurer. and these
ofhcers shall exercise all the powers and
perform all the duties of their respective
OmceS until their successors are elected and
qualified.
ARTICLE VI.
Notices OF all meetings OF stockholders
for electins directors or any other purpose
except as hereinafter provided shall h.
given in writing by the secretary treasurer
TO he deposited in the mail at least ten day.
before such meeting, directed to each stock
hoAhCi at HIS ldSI Known address aDDparing
on the books of the corporation; but such
notice may be waived by the consent in
writing OF all stockholders appearing as such
on the books of the corporation.
ARTICLE VII.
This act OF Incorporation NAV be modified
added to, changed or amended or This cor
p0ratiOn may be dissolved by and with the
assent OF the holders OF three fourths In
amount or the outstanding stock, given at
general meeting OF the stockholders to be
convened after ten days prior notice TO be
given In one OF the daily newspapers pub
lished in the city Of New Orleans In addi-
ton to the personal notice to each stock
holder, as provided In Article VI of this
charter; and such changes as NAV be made
IN reference to an increase or decrease OF
the capital stock shall be preceded by such
notices, delays, formalities as are required
In the event of the dissolution of the said
corporation, either by limitation OF its char
Ter or otherwise, its affairs shall be liquida-
ed by three 60 commissioners TO be an
pointed and elected at a special meeting
called for that purpose as above provided
anu VINO shall remain in Office until the ar
1airs or said corporation shall be fully H.
quidated; and In case Of the death Of one
or more OF said liquidators the survivor or
survivors shall continue to act
ARTICLE VIII.
No stakeholder shall be held liable or re-
sponslDle IOr the contracts or faults OF this
corporation. In any further sum than the
unpaid balance due by him to the corpora
tOn on the shares owned by him nor shall
any mere infOrmality in organization have
the effect OF rendering this charter null or
OF exposing the stakeholder TO liability be-
yond the amount OF his unpaid stock III anv
Ihus done and passed. at my office in the
CITY OF New orleans: on the day, month and
year hrst herein written, in the presence of
Messrs. Jas. f. OHetn and r. T. Wood
lord, competent witnesses. who hereunto
sign their names together with the said an
pearers and me, notary, after due reading
or the whole Of these presents
(Original signed) John A. Kruse. 40
shares; ). 7. Coleman, / share: w. p Lang
worthy, 100 shares; Chas. W. Snider I
snare: John F. Long. | share Witness
es) X. Il. Woodford. Jas f. O'Hern.
LEWIS X. GRAM, Not Pub
Recorded in VI. o. b. 1851. folio -
!, 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
J0hn A. Kruse Engineering Company was
ms day recorded in my Office in book 1851
folio - A'
New Orleans. February 81, 1912
tSigned) EMILE LEONARD, D. r,
true copy.
LEWIS r. GRAM. Not. Pub.
feb % inch II 81 % apl 4 10