The herald., 1913-11-13

nor less than three stockholders At the
annual election in each year the stOckhOld-
ers shall have the right to fix the number
within the limitations herein established
TO compose the board for the ensuing year
The board Of directors shall fix the mum
| Der necessary 10 constitute a quorum of the
: board.
/ Said board of directors shall be elected
annually on the first Monday Of November
| in each year; all said elections shall be BY
ballot, and shall be held and conducted al
| the office OF the corporation. under such
rules and regulations as may be established
| by the board of directors: ten DAYS prior
notice of such election shall be given by
written communication addressed to the
stockholders al their last known place of
! residence.
At all such elections and at all corpor-
ate meetings every stOckhOlder shall be en-
| titled TO one vote for each share Of stock
standing in his name on the books of said
| corporation, whether common or preferred.
TO be cast by him In person or by proxy. and
the majority of such votes cast shall elect
Any vacancy occurring among the direc-
tors or said corporation, whether by death
resignation or otherwise shall be filled by
election for the uneXpred term by the re
naming directors: failure TO elect direc-
tors on the date above specified shall NOT
dissolve the corporation or impair its ex.
istence or management. but the directors
then In office shall remain in office until
their successors shall have been duly elect
ed and qualified.
The officers of this corporation shall con
slst OF a president vice-president. secretary
ana treasurer, the secretary and treasurer
may be combined In one person. The pres
ident and vice-president shall be stock
holders In the corporation: these officers
shall he elected by the board Of directors
The following shall be the first board of
directors Michel Der. VI. David Haspcl and
John u. Hunter, with Michel Der as presi-
dent, NJ. David Haspel vce-preSideni and
John ID. Hunter. as secretary -treasur and
they shall hold office until the first Mon,
tn.
hrSt election under this charter Is to he
held or until their successors shall have
been duly elected and qualified
The board Of directors may, from time to
time. name and appoint all such managers.
agents. employees, servants and clerks as
IL may deem necessary for the purposes Of
the corporation and shall have the power
10 nN and define the duties Of every officer
agent, manager, employee servant or clerk
ana they shall hold Office and employment
at the pleasure Of the board
| The board OF directors NAV make and
establish: as well as alter and amend all by-
| laws, rules and regulations deemed proper
in It's Judgment for the conduct and man
agement OF the business and affairs of said
| Article Sixth.-Wheneve this corporation
| may be dissolved. either by limitation or
otherwise, It's affairs shall be liquidated by
three liquidating commissioners, to be ap-
pointed for that purpose from among TIE
stockholders Of the corporation, at a gen
eral meeting of the stockholders convened
tor mat purpose, OF which meeting notice
| shall be given by publication. for not less
than ten days prior thereto, in a newspaper
published in the English language in the
city OF New Orleans, and written notice
given and mailed to the last known address
OF each stakeholder ten days prior to said
meeting. and a majority in amount OF the
capital stock Of said corporation represent
ed at such meeting shall be required &c
elect: said liquidating commissioners shall
| remain In office until the affairs Of said
| corporation shall have been liquidated In
case OF death Of one or more OF said com
| missioners the vacancy shall be filed By
election from among the stockholders by
| the surviving commissioners
Article Seventh.-This act Of incorpora
ton may be modified. changed or altered
or this corporation may be dissolved with
| the assent OF three-fourths of the capital
| stock represented at a general meeting OF
| the stockholders, convened for such pur.
pose, and after notice shall have been given
/, In one or more newspapers published In the
English language in the city of New Or.
| leans. once week for four weeks pre-
ceding the meeting. and by written notices
given and mailed to each stakeholder at his
last known address, thirty days prior to
the date OF meeting.
Any changes proposed or made in refer
ence to the capital stock shall be made In
Louisiana on the subject Of catering the
capital stock of corporations"
Article Eighth.-No stakeholder shall
ever he liable for the contracts or faults
coiu III sum IMAM
the unpaid balance due the corporation on
the shares of stock owned by him, nor shall
any informality In organization have the
effect or rendering this charter null or of
exposing or subjecting stakeholder TO any
liability beyond the unpaid amount due on
his stock.
The subscribers to stock in this corpor-
alton have signed the hereto attached sub
sertption list for the amount set opposite
their names: said subscription list Is here
TO attached and forms part of this char
ter.
Thus done and passed. In nv Office. at
the city of New Orleans, on the day. month
and year herein first above written, in pres