The herald., 1913-04-24

ence of the board Of directors. Upon such
notice, all dividends, Interest and arrears
shall cease with respect to sucn retired
| stock
| All the corporate powers of this corpor-
alton shall be vested In and exercised by
board of directors eleven llD In number,
all of whom shall be stockholders, 10 DE
elected on the first Monday in April OF each
wear, commencing with the first Monday OF
April 1918, with the understanding, how
ever, that the first board of directors TO De
selected by the stockholders under TINS enar-
ter as well as the first set OF officers, there
Of to-wit: 4 president vice-presldent,
a secretary and a treasurer shall hold OF
fee until the first Monday In April, 1918
on the date last named, said election snail
/ take place and annually thereafter.
Until the preferred stock shall have been
retired In full the common stock snail eject
seven a. of these directors, and the pre-
ferred stock four (4) Of the directors. When
the preferred stock shall have been retired
in full, the common stock shall elect the
entire eleven directors; Upon the signing OF
thereto shall elect the first board OF direc-
tors TO serve until the first Monday in April;
1913, and said board shall thereupon, ana
from their own number, elect president
yice-president, secretary and treasurer, for
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 10
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
1 Any failure from any cause whatsoever to
E elect directors on the day named for that
purpose shan not dissolve this corporation.
e but the directors and officers then In ONCE
e shall hold over until their successors are
: chosen and qualified.
: The board of directors shall have full
r 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
4 management thereof: provided the same does
o not conflict with this charter, and the laws
/ Of the state of Louisiana, and those of
: the United States; to name and appoint
l. managers, fix their compensation and terms
OF employment, as well as other agents and
employees, as in it's discretion may seem fit
? and proper, as we'll as to fix the salaries
q and terms of employment OF all other ON
;. GERS and employees, clerks and assistants.
Y The board of directors are specially vest
" ed with the power to acquire and purchase
"a 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
S Of referring to the shareholders for au
y Holders Of preferred and common STOCK
+ may vote at all stockholders meetings
D. either in person or by proxy, each share cas-,
to be counted for one vote.
lr This charter may be amended, modified
r or altered, or this corporation dissolved, al
d a general meeting of the stockholders con
ID vened for that purpose with the assent OF
,r the majority Of the stock which may be is
d sued present or represented at such meet
W ing. Thirty days notice of such meeting
4 shall be given by mail to the stakeholder:
IS of record. In case of dissolution or ter
D. mination Of this corporation, the liquida
Sc tion of its affairs shall be conducted by
E. three commissioners selected in like man
10 ing called as above for that purpose. Ii
ID the event Of the death or resignation of any
II Of said commissioners, or vacancy occurrin!
Is In their number from any cause whatsoever
T. the full power to proceed with their func
v, tions or I'LL the vacancy, IS they may elect
he ARTICLE VIII.
IL No stakeholder shall ever be liable o.
responsible for the debts, contracts, or fault
of this corporation. for any further sun
than the unpaid balance due on the share
of stock subscribed for by him or owned b!
him /: nor shall any informality In the or
~ ganization have the effect of rendering thi
u charter null or Of exposing stakeholder t
>, any liability beyond the amount of the un
nc balance his SuhSprintiOn TO tn
:. stock.
N Should any stakeholder or stock owner
IN common or preferred, desire to sell or dis
ne pose of all or any part of said stock, o
nd relinquish his interest in the corporation
or or desire to terminate or dissolve the same
cd he shall first tender such stock through tn
a board of directors Of this corporation, 70
~ purchase, to the other stockholders. an
~ the other stockholders shall have the pre-
ed ferred right for ten days to purchase tn
Is. stock so rendered, as the price shown b
n the books Of the company. All stock issue
of or to be issued shall be subject to the fore
nd going provision.
LoI The capital stock Of this corporation ma
90 be increased or decreased on complying wit
20 the requirements Of the law and with sue
ge bylaws as may be consistent with the Law
,e as may be hereafter adopted by the boar
ARTICLE XI.
Thus done and passed In my office on th
day and date first above written, In the pre-
Dr- ence of Messrs T. A. Schuber and w. Coz
81 kerton, both competent witnesses, domicil
lo- ated In this city, who signed these present
es together with the parties, and me, notar.
m, after a due reading of the whole, the pa
Ill ties hereto also afixing opposite their r
OF spective names their respective subscriI
re lions to the capital stock Of this corpori
laI tion which shall constitute the original SUI
US scription list Of stock subscribed in tn
corporation.
Original signed: Subscribers names an
., their respective subscriptions.)
is Witnesses T. A. Schuber w. Conkertol
ed EDGAR ". Calm, Not. Pub
re. State of Louisiana, Parish Of Orleans.
oi l, the undersigned recorder of mortgage
IN Of the parish Of Orleans, aforesaid, do her
~ by certify that the above and foregoing az
ne OF Incorporation of the Louis Goldstein
W Sons Co." was this day recorded In my o
ng fee in book 1888, folio =.
rs Witness my hand and official seal tn
We Goth day of March, 1912.
'rs (Signed) EMILE LEONARD, by.
OK l certify that the foregoing is a true an
m correct copy of the original act of inco
"a poration, and Of the certificate of the r.
ey corder Of mortgages thereto appended, wit
ny the exception of the names of the subscril
ne ers and the amounts Of their respective sui
scriptions.
New Orleans, La, March 10th, 1918.
ro- (Signed) EDGAR NJ. Calm,
all (SeaD Notary Public.
its CHARTER
en- OF THE RED GUM LUMBER C0MPANl
", UNITED STATES OF AMERICA, STAT
to. OF LOUISIANA, PARISH OF ORLEAN.