The herald. [volume] (New Orleans, La.) 1905-1953, 1913-02-27

| The outstanding common stock of the com
| pany at no time TO be- worth less than par
/ Such retirement redemption of stock can
| only be Effected on one months notice after
| drawing by lot.
ARTICLE v
! All the corporate powers Of said COrpOr-
| alton shall be vested in and exercised by
| the board Of directors, 10 be composed of
! ten stockholders, TO he elected annually onI
| the first Monday in May Of each year. eX-
| ccpt IL b. a holiday, then on the next sue
| ccedng day not a holiday, without the for
| mality of notice of meeting to stockholders.
| The first board of directors appointed in
| this charter shall hold their office until the
/ second Monday In May. 1914. AT ten o'clock
! a. m. when their successors shall be in
! Quoted into Office. All such elections shall
| br by ballot. and conducted AT the office of
said corporation between the hours of eleven
| O'Clock a. m. and three o'clock p. m, under
/ the supervision Of three commissioners, who
| Shall he directors and appointed by the
| board of directors. Each share of the com
mon and preferred stock shall be entitled To |
one vote to b. east in person or by proxy,
| and "A majority of the votes cast shall elect
| Said commissioners shall make their re-
/ turns in writing to the secretary of the com
| pany on the day Of the election. or the fol
| lowing day, and upon receipt of said return
! the secretary shall notify the ten stock
| holders receiving the highest number of
votes Of their election. The directors thus
| elected shall meet on the second Monday in
May following. at ten O'Clock a. m, elect
officers and transact business.
| Until the preferred stock has been retired
as herein provided the common stock shall
| elect six of the directors and the preferred
stock shall elect four.
II the dividends on the preferred stock
shall not be earned and paid for a period
of two successive years, then the preferred
stock shall elect six directors and the com
mon stock four. When the preferred stock
| shall have been retired the common stock
! shall elect the ten directors.
| Any vacancy occurring among the direc-
| tors by death, resignation or otherwise shall
| he filled by election for the remainder of
| the term of the board by the remaining di-
| rectors. A failure to elect directors on the
/ date above specified shall not dissolve the
| corporation, but the directors then in office
shall remain in the office until their sue
| ceSSOrs are elected and qualified and shall
i cause another election TO be held as soon
1 as possible thereafter. after ten days no
! tice thereof shall have been given by mail
to each stakeholder. Five directors shall
i constitute quorum for the transaction of
Il business.
The board of directors named in this
charter shall, Immediately upon the organ
4 iZatiOn Of this company and the board of
i directors thereafter elected shall elect from
! their own number president, a vice-presi-
dent, second vice-president, and secre-
tary and treasurer.
The board of directors shall have the
J power either to combine or separate the Of
! flee of secretary and treasurer. and in the
event elect a person not a director TO I'LL
one OF said Offices
;, time TO time such superintendent. officers.
clerks or agents and other employees as they
4 may deem necessary for the purpose and
business Of said corporation who shall hold
4 office at the pleasure of the board. No EN-
ployee shall be employed for a longer period
than one month without special resolution
of the board OF directors
i Said board shall have full power and au-
i thority to acquire property. real personal
or mixed, borrow money, execute mortgages.
pledge Its movable assets, issue bonds, notes
or other obligations; sell all or any portion
OF the corporate property for cash or stock
4 In any other companies, any other con-
sideratlon that they shall deem fair and
proper, provided the consent OF seven-eighths
In amount of the preferred stock is first OBJ
tained, and generally TO do all things rea-
sonable and necessary for the proper carry
Ing on of the business OF the corporation
And also to issue and deliver full paid up
shares OF common stock in payment Of la
Dor done on property or franchises actually
received by said corporation. Each direc-
tor shall have authority TO appoint in writ
ing proxy, who must be a stakeholder to
4 represent him at all meetings of the board.
ARTILE VI
shall any stakeholder desire to sell his
stock he shall first offer the same to the
! stockholders of the company, through lis
board of directors and any stockholder shall
nave the right 10 purchase same at its book
value at the time Of offering. As soon as
an annual statement Of the company shall
have been made the value of the stock as
shown by said statement shall be taken as
the book value of the stock until the next
annual statement Should said stOckhold-
ers, or any one Of them, in seventy-two
hours after notice being given, fail or re-
fuse 10 purchase the stock offered for sale
such stock may be sold to any one.
No transfer of stock shall be made or held
: TO De valid and binding unless made on the
books OF the company, and unless made in
pursuance OF the provisions of this charter
/; ARTICLE VII
II whenever this corporation NAV be dis
fhnp h. If,..ft~
Its affairs shall be liquidated by three com
missloners to be appointed from amongst
tne STOCKHOLDERS at general meeting of
the stockholders convened for such purpose
OF winch meeting notice shall be given for
twenty days, by written notice sent by reg
lstered mail TO each preferred and common
stockholder, and the majority in amount of
sne capital stock OF the said company repre-
sehted at such meeting shall be requisite TO
elect said commissioners shall remain In
ONCE until the affairs of said Corporation
shall have been fully liquidated.
,I In case or death of one or more of the
commissioners the vacancy shall be filled nv
! election by the surviving commissioners. but
, IalIure 10 erect a successor or to fill said
Z vacancy shall not vitiate the acts of the
= SURVIVORS In the premises
= ARTICLE Will
Inls act or Incorporation may be changed.
: modified. or altered or said CORPORATION NAV
i He ulssoiSed with the assent of the mai or-
, lily OF the capital stock represented AT a
= general meeting OF the preferred and com
\ mon stockholders convened for such mr.
= pose and after a written notice TO each
q stockholder, mailed TO him by registered
: meeting. "'e vi the
Any change proposed or made in reference
A 70 me capital stock shall be made in ac-
r Soruance with the laws of the state of Lon
: lsiana on the subject of altering stock Of
;, corporations. SWIM vi
+ ARTICLE TX.
nj NO stockhOlder shall be liable for the cor-
cl tract or faults Of said corporation in anv
2 turther sum than the unpaid balance dino
q tne corporation on the shares of stock own.
e eu ny MIN, nor shall any mere informalitv
IS IN organization have the effect of rendaring
J. .nis charter null or of exposing a stock
e holder 10 any liability beyond the unpaid
y amount remaining due on his stock
:, ARTICLE X
II No. ercNaI Stern, Gustave Lemle, Sam He'll.
n m Tan, ABE Blum, Ferd Katz, Ferd GumheI
N Sharles Weinberger, David stern + 8
y Sterh and + h. Levy have been chosen rs
Dc .ne BOARD or directors OF said cornoration
~ serve as such until the second Monday ir
Ne may, 1913, or until their successf. a shall
~ nave oeen elected and qualified
al ana the said appearers moreover DECLARE
n .nat IN consequence of the foregoing anS
We PURSUANT TO the authority in them yestef
the STOCKHOLDERS of said company. they
ne 10 hereby formally declare pubIiciy an;
he make known that in the matter nrescrihas
al Dy law and agreeably to the proyisyons ~
L Cle cnarler or the said Interstate Electri,
company, Limited, the charter OF the In
e .erstate Electric Company Limited nassa,
Df nelore Joseph Lautenschlaeger notary nun
nc mas been changed. altered and amends,
N as herein above set forth and written an,
In aney DO hereby direct and require that IN,