The herald., 1914-08-06

10 the stockholders Of the corporation.
through its board of directors, and the
stockholders who desire to purchase
shall have the right 10 purchase the
same. in proportion to their holdings
OF stock in the corporation. at book
value. Should any stockholders in
thirty days aft notice having been
given fail or refuse 10 purchase II"
stock offered for sale. such stock may
be sold 10 any one.
NJ transfer Of stock shall be made
or hcld 10 be valid and binding uni s.
made on the books of the company.
and unless made in pursuance OF the
provisions Of this charter.
ARTICLE NI.-Thc business Of said
corporation shall be directed by and
vested il a board OF i rcCtprs com
posed Of four stockholders. three of
whom shall constitute quorum for
til" transaction Of all business. and TIA"
said directors as first constituted shall
be. Nathan Stern. Edward Marx, Max
VI. Levy and Ralph GOLDSMITH, with
the said Nathan Stern as president,
and Edward Marx as secretary and
treasurer a. tho urst officers of said
CORPORATION. who shall hold oftic" un-
til the trst Tuesday, in February.
1915, and until their SUCCESSORS are
elected. Elections for a board OF di-
r"cturs shall take place annually, be
ginning the nrst Tuesday in February.
1918, and said board shall elect from
its number a president and secretary
and treasurer, the Office OF secretary
and treasurer may be combined and
held by one and the sam" person. only
stockholders shall be eligible for cleo
jiOn as member of the board Of di-
rcCtOTS. Failure to hold an election on
the day specified shall not dissolve the
corporation. but the directors then in
office shall hold their respective offices
until an election Is held after ten days
notice Of the time and place thereof
given to each stakeholder. All vaCan-
cies occurring on the board OF direct
NHstNI 4 }. fiji.
directors. Directors and stockholders
shall BE- entitled to vote in person or
by proxy.
ARTICLE NII-When"vcr this cor
poratinn is dissolved, either by limita-
ton or for any other cause it's affairs
shall be nquIdatcd by the board Of di-
r"ctOrs. who are hereby vested with
| full power 10 sell any and all assets
! OF the corporation. either separately or
| in mass. and to convey fun and com
| plcte title thereto. and shall have full
| power to do and perform all acts nee
| eSsary and proper TO fully and com
| plctcly liquidate the affairs and dis
| tribute the proceeds. if any. among the
! stockholders of said CORPORATION t. the
| amount II stock held by each
! ARTICLE NIII.-This ac. Of inCor-
| poratiOn may be amended. altered or
| modified, materially or otherwise or
| this corporation may be dissolved by
| "A vote OF thrcc-fOurthS Of the shares
! Of the total amount Of stock at a meet
| ing convened for that purpose. after
! ten days notice in writing mailed or
| delivered to the last known address Of
/ each stakeholder.
! Thus done and passed. i'm my office.
| in the city Of New Orleans. state OF
| Lou siana. on the day. and in the
! month and year herein first above
| written, in the presence of Ralph J.
| SchwarZ and \. Miles COc. competent
| witnesses. who have heTcuntO signed
| these presents. with the appcarers
! hereto. and mo, notary. after reading
| Of the whole.
(OriEinal siEned): Names Of sub
! scriberS omitted. CWitnesses): Ralph
! j. SchwarZ. 4. Miles Coe
PHILIP GENSLER. JR..
Notary Public.
|. the undersigned recorder Of mort
cages, in and for the parish Of or
| leans. state Of Louisiana, do hereby
| certify that the above and foregoing
act of Incorporation OF "Orleans Chem
| iCal Company was this day duly re-
! corded in my office i'm book 1927, folio
| New orleans. July 21st. 1914.
| (Signed) EMILE J. LEONARD. u. Z.
| A true copy, with the names Of sub
| scribers and number Of shares sub
sCribed for hy each. omitted.
| PHILIP GENSLER. JR.
! Notary Public.
! jul % 30 aug IL q