The St. Mary banner. (Franklin, Parish of St. Mary, La.) 1889-1931, 1914-05-16

meeting Of the stockholders OF this com.
pany for the election Of directors shall be
held at the office of the company q fter ten
Q0) days notice in writing shall have
beer given to each stakeholder Of the time
and place of holding said annual election
| which notice in writing to each stockhold-
er may be served by transmitting same to
him through the mails, addressed to his
'address as registered on the books OF the
company, or il no such address be regis
tered then addressed care general delivs
I cry, Franklin, Louisiana.
| The voting for directors shall be by
ballot; and each stakeholder in person or
by proxy shall be entitled to cast one
vote for each share of stock owned by
him, which shall have been standing in
his name on the company's books for at
least ten days prior to the date of said
election. A failure from any cause what.
soever to hold said annual election or
meeting, or to elect directors or officers
on the date above specified, shall not dis
| solve the corporation, but the directors
| and officers then in Office shall hold over
until their successors shall have been
| elected and qualified; and it shall be the
duty of the Board of Directors, within ten
days, to convene another meeting Of
stockholders, for the purpose of electing
directors, of which meeting each stock
holder shall have three days prior notice,
in writing by mail as aforesaid, issued to
him by the Secretary of the Company. A
failure of the Board Of Directors to con-
vene such second meeting, or failure to
elect directors at said second meeting
shall likewise not dissolve this corporation:
but the incumbent directors and officers
shall remain in office until their success
ors are elected at the next ensuing annual
election and have qualified. In case of
the death or resignation OF any director or
officer before the end OF his term OF office,
the vacancy shall be filed by the remains
ing directors by the election in his place
Of stakeholder, who shall act until his
successor shall have been elected, at the
next ensuing annual election, and shall
have qualified.
ARTICLE vi.
Three members Of the Board of Direc>
tors present, either in person or by proxy,
shall constitute quorum for the transac:
ton Of ali business of the company by the
said Board, and majority vote of any
meeting of said Board shall prevail, except
as herein otherwise provided.
The Board of Directors shall have the
right, without consulting with or getting
the consent OF the stockholders Of this
corporation to sell, or ALLEVIATE all or any
part Of said real estate or other property
owned by or belonging to this corporation
or to mortgage all or any part of said
property for any amount and on any
terms and conditions that said Board of Di-
rectors may see it,, and to issue for security
for said mortgages, bonds, notes or other eyi.
dences Of Indebtedness.
Said Board of Directors shall have power to
appoint all agents, clerks and EMPLOYEES and
fix their salaries and compensation. The
Board of Directors shall have the power to
make. change. alter and modify all proper by.
laws. rules or regulations for carrying this
the affairs OF the corporation, provided, how
ever, that it shall require an affirmative vote
of a majority of the Board of Directors to
adopt, amend or repeal any bylaw, or bylaws
Any of the said Directors shall have the right
to delegate to any other Director in writing
any OF the rights and powers enjoyed by him
- ARTICLE VII.
At all meetings Of stockholders, it shall
require vote Of the majority of the stock so
DO any other act except to amend the CHARTER
or dissolve the corporation, which shall require
vote of at least three-fourths of the stock so
present or represented, which three-fou rths
ing.
ARTICLE VIII.
:, Upon the termination Of this charter by
limitation, or upon the dissolution of the
corporation as hereinafter provided for. the
business and affairs of the corporation shall
be liquidated by three commissioners selected
from the stockholders at q general meeting
called for that purpose, after giving the
stockholders notice as provided in Article v
hereof. In case of the death of commission
er during the term of his duties, or in case of
his failure or refusal to act, the emaining
commissioners shall declare the office vacant
and shall elect successor from among the |
ARTICLE TX.
Except As to the increase or decrease of capi- |
tai stock, which must be done in the manner |
ana form prescribed by law this Act of
altered, or the corporation may be dissolved. |
at meeting of stockholders called specially |
for { that purpose, after giving the stock
Of such meeting to be called by the Secretary,
upon the written req uest of those holding not !
less than one third Of the capital stock
). IN tne event the dissolution of the corpora.
lion is voted, the commissioners provided in |
rticle VIII hereof may be elected, if so de-
sired, at the same meeting at which the disso.
'u''0n Is Vo'eo' ARr1cLEx
No stockholder shall be liable Or in any
manner responsible for the contracts or faults
II this corporation, beyond an unpaid balance
hat may be due on the shares of stock owned
oy him nor shall any mere informality in this
vet have the effect of rendering this charter
,uli or OF exposing stockholders to liability
beyond the amount OF their stock.
ARTICLE XII.
In the event that this corporation shall is
'ue first or second mortgage bonds or notes |
md any default should be made in the payment
il the nrst or second mortgage bonds or notes. II
Or il any amount is still due in principal or
interest on the second mortgage bonds or |
notes, then no dividends whatever shall be
paid upon the stock of this corporation: and
dividends only shall be paid after ali second
mortgage bonds or notes are fully paid and
'atifed.
ARTICLE XII.
50 that this Charter may also serve "a a
subscription list, the parties signing this
harter have set out opposite their signatures
ne amount OF the capital stock of this corpora.
ion subscribed by each one of them.
Thus done and passed in my office at Franks
in, st. Mary Parish, Louisiana, on the day,
nohtn ana year nrst hereinabove written, in
'uckett, two competent witnesses, who here
mt. "a sign their names with said appearers and
ne, Notary, after due reading Of the whole.
wilbur Il. Kramer, Three Thousand Dollars
So, 0O0.00), Thirty Shares.
fifteen Shares. ''A''0''''
500. 0Ol, Eight Shares.