The herald. [volume] (New Orleans, La.) 1905-1953, 1913-05-01

shall cease with respect to such retire.
stock.
All the corporate powers OF this corpor
alton shall be vested In and exercised by
J board of directors eleven (11) In number
all OF whom shall be stockholders, to b,
elected on the first Monday In April OF eacl
year, commencing with the first Monday o
April, 1918, with the understanding, how
ever. that the first board Of directors TO b'
selected by the stockholders under this char
ter as well as the first set of officers there
OF, to-wit A president, a yice-president
secretary and a treasurer shall hold OF
fee until the, first Monday In April. 1918
on the date last named said election shall
take place and annually thereafter.
Until the preferred stock shall have beef
retired In full, the common stock shall cleo
seven 90 OF these directors, and the pre-
ferred stock four (4) OF the directors. WheI
the preferred stock shall have been retired
In full, the common stock shall elect thu
entire eleven directors. Upon the signing Of
this charter, the subscribing stockholder'
thereto shall elect the first board of direc
tors to serve until the first Monday in April
1918, and said board shall thereupon, anC
from their own number, elect a president
yice-president, secretary and treasurer, fol
a like period. 1t shall be competent, how
ever, for the board OF directors to unite any
two of said offices in one person. Five 30
of said board shall constitute quorum for
! the transaction OF corporate business.
ARTICLE vi.
Said board Of directors shall remain In
office from the date of their election, for the
/ term OF their respective offices. or until their
| successors have been chosen and qualified.
The election for directors shall be by ballot
and the majority in amount of stockholders
voting whether in person or by proxy, shall
! elect the persons for whom they are cast.
| Each share OF stock voted upon, whether
common or preferred, to be counted for one
! vote. After each election, the board so
elected shall elect from their own number
the officers above named.
The board Of directors shall give at least
ten days notice by mail of the election OF
directors, and shall appoint one or more
stockholders TO preside at such election.
Any failure from any cause whatsoever 10
elect directors on the day named for that
purpose, shall not dissolve this corporation,
but the directors and officers then in office
shall hold over until their successors are
chosen and qualified.
The board of directors shall have full
power and authority to fill vacancies In
their number, caused by death, resignation
or otherwise. The said board is further
authorized to frame and adopt such bylaws,
rules and regulations as the affairs and bus
mess OF the company may require, and II
may deem necessary, for the conducting and
management thereof provided the same does
not conflict with this charter, and the laws
of the state of Louisiana, and those of
the United States; to name and appoint
managers fix their compensation and terms
OF employment, as well as other agents and
employees, as In its discretion may seem fit
and terms OF employment of all other Off
GERS and employees, clerks and assistants.
The board OF directors are specially vest
ed with the power to acquire and purchase
such property or business or good will, or
all Of these from individuals, firms or other
corporations, as said board OF directors may
deem advisable and proper and at such
prices and on such terms as they think BEST
and to pay therefor in the full paid COM
mon capital stock OF the corporation. This
power to purchase and acquire to be exer-
cised by said board without the necessity
Of referring to the shareholders for au-
Holders of preferred and common stock
may vote at all stockholders meetings
either in person or by proxy, each share cast
to be counted for one vote.
ARTICLE VII
This charter may be amended, modified,
or altered, or this corporation dissolved al
a general meeting of the stockholders con-
vened for that purpose with the assent of
the majority of the stock which may be is
sued present or represented at such meet
ing. Thirty days notice Of such meeting
shall be given by mail to the stockholders
Of record In case of dissolution or ter
mination OF this corporation, the liquida-
ton Of its affairs shall be conducted by
three commissioners selected In like man
ner and by like vote, and assent at a meet
Ing called as above for that purpose. In
the event OF the death or resignation of any
Of said commissioners, or vacancy occurring
In their number from any cause whatsoever
the two surviving commissioners shall have
the full power to proceed with their func-
lions or NIL the vacancy, as they may elect,
ARTICLE VIII.
No stakeholder shall ever be liable or
responsible for the debts, contracts or faults
Of this corporation, for any further sum
of stock subscribed for by him or owned by
him; nor shall any informality in the or.
ganization have the effect OF rendering this
charter null or of exposing a stakeholder to
any liability beyond the amount of the un-
paid balance on his subscription to the
stock.
ARTICLE TX.
Should any stakeholder or stock owner,
common or preferred, desire to sell or dis
pose of all or any part of said stock, or
relinQuish his interest In the corporation
or desire to terminate or dissolve the same
he shall first tender such stock through the
purchase, to the other stockholders, and
the other stockholders shall have the pre-
ferred right for ten days to purchase the
stock so rendered, as the price shown by
or to be issued shall be subject to the fore
going provision.
The capital stock Of this corporation may
De increased or decreased on complying with
the requirements Of the law, and with such
bylaws as may be consistent with the law.
as may be hereafter adopted by the board
of directors. |
Thus done and passed in my Office on the
day and date first above written, in the pres |
ence or Messrs. T. A. Schuber and W. Con- |
kerton, both competent witnesses, domicili- |
ated In this city, who signed these presents |
together with the parties, and me, notary, |
after due reading Of the whole the par.
ties hereto also afixing opposite their re- |
spectiye names their respective subscrip- |
lions to the capital stock Of this corpora |
tion which shall constitute the original sub |
scription list OF stock subscribed In this |
Original signed: Subscribers names and
their respective subscriptions)
Witnesses: T. A. Schuber W, Conkerton
EDGAR NJ. Calm, Not. Pub.
state OF Louisiana, Parish Of Orleans
the undersigned recorder of mortgages
of the parish of Orleans, aforesaid, do here
BY certify that the above and foregoing act
u incorporation of the Louis Goldstein &
ice In book 1883, folio =.
witness my hand and official seal this
10Th day OF March, 1912.
lSigned) EMILE LEONARD. DIV. r
l certify that the foregoing is a true and
correct copy Of the original act of incor-
,oratlon, and OF the certificate Of the re-
order or mortgages thereto appended with
he exception of the names of the subscrib.
RS and the amounts Of their respective sub
New Orleans, La, March 10th, 1918.
slgned( EDGAR NJ CAIN,
tseaI Notary Public
CHARTER
JNlTDD STATES OF AMERICA. STATE
OF LOUISIANA, PARISH OF ORLEANS.
CITY OF NEW ORLEANS.
De IL known, that on this twenty-fourthl