The herald., 1914-08-20

to the stockholders Of the corporation
through its board OF directors, and the
stockholders who desire to purchase
shall have the right to purchase the
same IN proportion to their holdings
OF stock in the corporation, at book
value. Should any stockholders in
thirty days art r notice having been
gwen fail or refuse To purchase the
STOCK offered FOR sale. such stock nay
toe sold 10 any one.
No transfer Of stock shall be made
or held To be valid and binding uni So
made on the books of the company.
anu unless mad" IN pursuance OF thu
provisions Of this charter.
ARTICLE Nl.-The business of sald
corporation snail be directed by and
vested IN "A board of T,ctors com
posed OF four stockholders, three Of
whom shall constitute "a quorum for
the transaction II all business. and tuv
said directors as urst constituted shall
be: Nathan Stern. Edward Marx. Max
VI. Levy and Ralph Goldsmith, with
the said Nathan Stern a. president.
and Edward Marx as secretary and
treasurer. as the first officers Of said
corporation, who shall hold office UNI
III the nrSt TucSddny in February.
1918, and until their SUCCESSORS are
elected. Elections for q board Of dH-
~rectnrs shall take place annually. be
ginning the Erst Tuesday in February.
l'l3. and said board shall elect from
ITS Number q president and S,.r.frry
and treasurer. TIA" offic" q secretary.
and treasurer may b." ,Dmutr.d and
held 10y one and tn, same person. ONLY
stockholders shall be eligible for cleo
ton - a member Of tho board Of 8i-
r~"'lnrs. Failure To hold an election ON
the day specified shall not dissolve Tn,
corporation, hut the directors then in
Once shall hold their respective. offices
until an election Is held after ten Jr,s.
notice of the time and piar, thereof
given To each storkhUidrr. All y.,qr-
Cl"S occurring on the board OF direct
rrS snail he hllri by tho remaining
directors. Directors and stockholders
shall bo entitled 10 vot" in person or
by proNy
ARTICLE Whenever this cor
poraiIun Is dissolved. either by limita-
li"n or Tor any other cause. its affairs
ShaIi be lIqutdatod by the board of di-
IrrlprS, Who are hereby vested with.
full power to sell any and all assets
or Ia" corporation. either separately or
in mass, and To convey fun and com
pet" ltle thereto, and shall have fun
power 10 do and perform all acts me-
eSSary and proper to fully and com
pletely ~liquidate the affairs and dis
tribute the proceeds. if any. among the
S~tockhoIders Of said corporation To- the
amount Of stock held by each.
ARTICLE NIIL-This ac, Of incor-
poratIon may be amended. altered or
modified, materially or otherwise. or
TINS corporation may be dissolved. by
q vote OF three-fOurthS Of the shares
Of the total amount of stock at n meet
ing convened for that purpose. after
ten days notice in writing mailed or
delivered to the last known address Of
each stOCkholdcr.
Thus done and passed. in my office.
in the city of New Orleans. state Of
Louisiana, on the day. and in the
month and year herein first above
written. in the presence Of Ralph J.
Schwarz and A.. Miles Coe. competent
witnesses. Who have hereunto signed
these presents, with the appearcrs
hereto, and me, notary, after reading
of the whole.
(OriEinal signed: Names Of sub
scribers omitted. (Witnesses): Ralph
SchwarZ. 4. Miles Coe.
PHILIP GENSLFR. 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-
in my office in book 1927, folio !
New Orleans, July 21st. 1914. /
~tSiEned) EMILE J.. LEONARD. n. r.
A true copy, with the names of sub
and number OF shares SUBJ
for by each, omitted.
PHILIP GENSLER. JR,
jul % 80 aug 6 1S q 27