Lower coast gazette., 1913-12-13

majority vote Of the Directors pres
ent shall decide all questions voted
upon. No person shall be eligible as
a member of the Board Of Directors
unless a stakeholder of the corpora
tion. The Board of Directors shall
have the power to determine the man.
ner and the cause for which vacan-
cies may be declared on the Board.
The Board Of Directors shall elect
from among it's members it's own Of
ticers as follows: a President, a
Vice-President, and a Secretary
Treasurer.
The following persons shall con-
stitute the first Board of Directors,
viz
George w. Delesdernier, Mrs. Irene
Delesdernier, widow of Henry L. Har-
ris, and Mrs. Amy Delesdernier, wild
ow of Milton Aicklen, with the said
George w. Delesdernier, as President,
the said Mrs. Irene Harris, as Vice
President, and the said Mrs. Amy D..
Aicklen, as Secretary Treasurer
The said Board of Directors shall
continue in office until the second
Monday in January, 1915, on which
day, and annually thereafter, a Board
Of Directors shall be elected by bal
lot for the term of one year. Such
election shall be held under such rules
aad regulations as may be provided
by the Board Of Directors. Any
failure from any cause whatever, to
elect a Board of Directors on the
day named shall not dissolve the cor
poration, but the Board Of Directors
then in office shall hold over until
their successors are chosen. At every
election and meeting Of the stockhold-
ers the vote shall be by ballot and
each share Of stock shall be entitled
to one vote to be cast by the owner
in person or by written proxy. The
stockholders receiving a majority of
the votes cast shall be declared elect
ed as the Board Of Directors. Any
vacancy occurring on said Board shall
be filled by the remaining directors
by the appointment of some qualified
stakeholder who shall serve until his
successor is elected at the annual cleo
ton. The Board Of Directors shall
have the power to appoint and dis
charge such managers, clerks, agents
and other employees as may be deem
ed necessary or expedient; and to
make, change and amend all bylaws,
rules, and regulations for the proper
conduct and management of the jaf-
fairs, business, and concerns, of said
corporation, not in conflict with this
charter or the laws of this State; pro-
vided, that the President may sus-
pend any employee in his discretion
pending the action of the Board of
Directors. All warrants, checks,
drafts, or other obligations of this
corporation, shall be signed by the
President, and the Secretary Treas
urer.
Any officer or director may be re-
moved by a majority vote of the
stockholders. When all the Direc,
tors consent thereto the notices other
wise required for holding meetings,
may be dispensed with.
All meetings of the stockholders,
whether general or special, shall be
held only after ten days written no
tice to each stakeholder. Such no
tice shall be signed by the President
or Secretary Treasurer, and shall be
sent to each stakeholder by mail, d.
rected to him at his last known place
Of residence. The said notice may be
waived by unanimous consent Of all
of the stockholders.
ARTICLE vi.
This act of incorporation may be
amended, altered, changed or modi-
fed, or said corporation may be dis
solved by a ~three-fourths vote of the
capital stock represented at a gen.
eral meeting Of the stockholders, con-
vened for that purpose, after ten
days notice, as prescribed in Arti-
Gle V. Of this charter.
ARTICLE VII.
Whenever this corporation is dis
solved, either by limitation or other
wise, it's affairs shall be liquidated
under the supervision of three liqui-
dators to be appointed from amongst
the stockholders at a general meet
ing Of the stockholders convened af-
ter due notice to the stockholders
thereof. In case Of a vacancy caused
by the death or resignation Of any
liquidator, such vacancy shall be fill
ed bV the remaining linuidatnrs. WIN
shall continue to act during such va
cancy. Said liquidators shall have
the power and authority to sell and
dispose of the property and assets of
the corporation, either at public OF
private sale, for such price and on
such terms as they may deem best,
and to sign and execute all acts, deeds,
and other instruments Of writing nee
essary in the premises.
THUS DONE AND PASSED., in
my Office, at New Orleans, in the
3E . -.