The St. Mary banner. (Franklin, Parish of St. Mary, La.) 1889-1931, 1914-01-31

directors on the day above specified shall
directors and officers then in office shssi
hold over until their successors shall have
been duly elected, qualified and instaIisH
and it shall be the duty of the Board ~
Directors to convene within ten -dav.
another meeting of stockholders for *
purpose of electing directors, of whics
meeting each stakeholder shall have thrs.
days prior notice in writing. The failure
to elect Directors at said second meetine
shall likewise not dissolve this cornor.ss
ton, but the incumbent officers shall re-,
main in office and there shall be no elec,
tion of directors by stockholders until IN.
date Of the next annual meeting.
The Directors, as soon as possible afte,
their election, shall qualify, take ofica
and elect from among their number
President, Il Vice-President, Secretarv
and a Treasurer. The said Board shsl
further elect each year General Manager
who shall be one of the members OF SAID
Board, and who shall have the power to
generally manage the business. Tia
to appoint agents and employees, and 70
enact such bylaws, rules and regulations
as they may deem necessary and proper
for the conduct Of the business of this cor.
pOratiOn, and in case OF a vacancy on thu
Board of Directors, or among the officers.
from death. resignation, removal or any
other cause. the said vacancy shall b.
filed by the remaining directors at
special meeting called for that purposs
after three days notice thereof has been
given in writing to the remaining members
of the Board.
ARTICLE VI.
Except as otherwise provided in Articte
V. notices of a meetings Of stockholders
for the election of directors or for anv
other purpose shall be given in writing bv
the Secretary at least ten days before the
date fixed for such meeting and shall
be delivered personally to the stockholm,
ers or deposited in the mail, directed 70
each stakeholder to his address as the
same shall appear upon the books Of the
corporation. The said notice or any other
notices required by this charter NAV be
waived in writing by any or all Of the
stockholders appearing as such upon the
books. At all such meetings each stock.
holder sha II be entitled to cast one vote.
either in person or by proxy, for each
share of stock owned by him and standing
in his name on the books of the Company,
and, except as herein otherwise provided,
a majority of the votes so cast shall be
sufficient to elect or to decide any and all
questions voted upon. -.
ARTICLE VII. ~ 81,
No stakeholder may offer for sale, assign
or transfer his stock in this corporation
thirty days notice of such intention, which
shall be given in writing to the President;
who sha l thereupon Immediately commu :
nicate said notice in writing to each and
every stakeholder of record in the manner
set out in Article vi for notice of stock.
holders meetings, and the other stocks
holders shall have the first privilege Of
purchasing the said stock at the book
value thereof for period Of thirty days
from the delivery of said notice to t6s
President, after which thirty days said
stock may be sold in the open market. e.
ARTICLE VIII. t>.
Except as to the increase or decrease Of
capital stock, which must be done in the
manner and form required by law, this
act OF Incorporation may be changed,
modified, or altered, or the corporation
may be dissolved by a vote of three.
fourths in amount OF the capital stock
present or represented at a meeting Of the
stockholders called specially for that pgE.,
pose, provided that in order to dissolve
the corporation at least majority of th6
entire capital stock must be present or
represented at SAID meeting. {.
ARTICLE TX. !.
Upon the termination of this charter
by limitation or upon the dissolution Of
the corporation, the business and Affairs
three commissioners, elected from the
stockholders at a general meeting called
for that purpose: Said commissioner
shall have entire charge Of the liQuidatiou
with authority to sell and dispose of the
assets of the corporation. and in case oil
the death or resignation Of commission.
err during the term of his duties, or in case
of his failure or refusal to act, the remain.
ing commissioners shall declare the Office
vacant and shall elect successor from
among the stockholders.
f.: ARTICLEX.
No stakeholder shall ever be held liable
tracts oE.faults Of this corporation beyond
any unpaid balance that may be due to the
corporation on the shares of stock sub.
scribed for by him; nor shall any mere In.
formality in this act, or in the organization
of this company, have the effect of render.
| ing this charter null or Of exposing stock
holders to any liability beyond such UNI
Lpaid balance.
Thus done and passed, in my office, At
! Franklin, Louisiana, on the day, month
and year first hereinabove written, in the
presence of Murphy J.. Foster and
Mary Feske, competent witnesses, who
hereunto sign their names with said ap.
bearers and me, Notary, after due read.
ing of the whole. 5.
| WILSON T. PETERMAN, 6 shares
| - r. NJ. MILLING, 6 shares,
i j.. A. PErERMAN, shares, -
l.. A. LOUSTALOT, shares. 81.
| ROBERTS C. MILLING, 8 shares.
| Witnesses:
| MURPHY J. FOSTER, -
MARY FESKE.
! W. PRESCOTT FOSTER,
Notary Public.
/ I, w. c. Baker, District Attorney OF the
23rd Judicial District State of Louisiana,
do hereby certify that have examined