The herald., 1913-08-21

elect directors on the day above specified
shall not dissolve the corporation, but the
directors tAcn in office shall remain in Office
until their successors are elected and quail
fed.
Due notice OF another election shall forth
with be given above provided. Such no
tice of election shall be continued 10 be-
given until an election Is held. The board
of directors at the first meeting following
an annual election shall elect from their
number a president, a yicc-president. a sec
rotary, and treasurer, all of whom snail
be stockholders, and such other officers as
the board shall deem necessary. The board
shall have the power in its discretion TO
unite two or more of the above offices and
the same to confer upon one person, and
shall have power 10 fix the salaries of all
officers and of such other officers as they
deem necessary. The board of directors
shall have the power TO make and establish
as We as alter and amend all bylaws, rules
and re ulationS necessary and proper for
the support and management Of the business
and affairs of this corporation, not incOn-
siStent with its charter.
The said board shall have also full power
and authority TO borrow money through the
president or some other duly authorized
agent or agents; TO execute mortgages and
issue notes, bonds or other obligations in
such manner and on such terms as in
their judgment may be adyanta geous, and
generally to do all the things necessary for
the proper carrying on OF the business o..
the said corporation as also to issue and
denver tull PAID SHARES OF stock and bonds
or other obligations of the said corporation
in payment Of the money borrowed or mo-
ney, labor, services, property or rights ac-
tually received by said corporation. as here
tOtOrC set forth. At any meeting of the
board oil directors. any director absent from
the meeting may be represented by any other
director. who may cast the vote of said alb
sent director, according to the written in
StructtOn OF the said absent director. The
board OF directors shall have the power by
a vote OF not less than four "a directors
to sell. lease, mortgage (by bond mortgage
or otherwise or to pledge anV or all of the
property, movable and mmovabe belonging
10 the corporation, or to receive in exchange
therefor money, or stock or bonds or other
Obligations of another corporation without
referring TO the shareholders for the power
TO do so. And they may also purchase for
stock in this company or for cash or on
credit. property of any kind required for
any Oh tne purposes OF the corporation, with
| out authority of the shareholders.
Article VI.-Whenever this corporation
snail be dissolved either by limitation or
from any other cause, its affairs shall be IL
quidated by three 90 stockholders to be
appointed at a general meeting of the stock
holders convened for the purpose of lioui-
| datlOn as hereinafter provided each share
OelnS entitled to one vote TO be cast by the
holder either In person or by proxy. Said
commissioners shall remain in office until
| the affairs of said corporation shall have
| Deen fully settled and liquidated and they
snail have full power and authority 10
IdhSler 'duu give title to all the assets and
propertv OF the corporations and 10 distri
| Oute the proceeds. In case Of death or dis
| ability or resignation of one or more com
| mlssloners the vacancy shall be filed by
the surviving commissioner or Commission
! erS.
Article NII.-ThiS act OF INCORPORATION
may be modified, changed. or altered, or tht
| SAID corporation may be dissolved with IN,
| assent OF three fourths of the capitaI storl
| represented at any general injecting q,
stockholders convened for such purpose. af
| Yer previous notice shall have been giyer
IN one or more daily newspapers published
IN the parish of Orleans, state of Louisiana
once a week during the thirty (3O) day,
next preceding such meeting and upon ri,
date OF such meetings and by notice maiIeC
at least forty (4O) days prior to such meet
| ing; TO each stakeholder who appears a,
| such on the books of the COMPANY to IN,
| post office address designated by him. anC
In case OF failure TO designate an addres,
TO the General Delivery at New Orleans.
Any change which may be proposed q,
made with reference to the capifal stocl
OF SAID corporation shall be made in accord
ance with the laws OF the state of Iouisi
ana on the subject of altering the amoun
OF capital stock of corporations and n ma,
De increased or diminished upon a commit
ance herewith, upon the affirmative vote O
] two-tnirds OF the stock of the corpora tion