The herald. [volume] (New Orleans, La.) 1905-1953, 1914-01-08

action upon any matter shall be considered
valid, corporate act, when, previously to the
holding of said meeting, and alter the ten
days notice hereinabove stipulated shall have
been given, the other four directors consent
in writing thereto. Said written consent shall
be spread upon the minutes of said meeting.
The board Of directors shall have power to
determine the manner and cause for which
vacancies may be declared on said board, and
shall have the right to fill any vacancy &C.
curing thereon by the election of some quail
flied stakeholder, who shall serve until his
successor is elected at the annual election.
No person shall be eligible as a member of
the board unless stakeholder of the cor
poration.
The officers Of the corporation shall be a
president, vice-president, secretary and treas
urer, of whom the president, vice-presidnet
and treasurer shall be elected by the board
from among its members, and the secretary
vice president and treasurer may be combined
and be held by one and the same person.
Immediately after the signing Of this char
ter the subscribers hereto, as stockholders,
shall elect from among the stockholders said
board OF directors, and at the same meeting
elect the officers to serve the corporation.
Said board of directors shall continue in
Office until the third Monday in January,
1915 on which day, and annually thereafter
board of directors shall be elected by ballot
for the term Of one year. Such election shall
be held under such rules and regulations as
may be provided by the board Of directors.
Any failure from any cause whatever to elect
board of directors on the day named, shall
not dissolve the corporation, but the board OF
directors then in office shall hold over until
their successors are chosen. At every cleo
ton and meeting of the stockholders the vote
shall be by ballot, and each share of stock
shall be entitled to one vote to be cast by
the owner IN person or by written proxy. The
stockholders receiving majority Of the votes
cast shall be declared elected as the board OF
directors. The board shall have the right 10
appoint and discharge such managers, clerks
r.
ed necessary or expedient, and to make
change, and amend all bylaws, rules and
regulations for the proper conduct and man.
agement of the affairs, business and concerns
| of the corporation. and not in conflict with
! this charter or the laws of this state.
All warrants, checks, drafts or other oblga
tons OF this corporation shall be signed by
| the president, or by the treasurer.
Any othcer or director may be removed by
a majority vote of the stockholders.
When all seven directors consent thereto
or are present, the notices otherwise required
lot holding meetings may be dispensed with
| Article VL-Meetings of the stockholder,
may be called at the pleasure Of the presi
cent, or on the written consent of major
ity OF the board Of directors or stockholders
Except as otherwise provided in this act o,
by law, all questions submitted at the stock
holders meeting shall be decided by a ma
'OIhIYsy OF the stock voted at said meeting.
| general or special, shall be held only afte
| ten days written notice to each stockholder
such notice shall be signed by the presiden
or secretary, and shall be sent TO each stock
holder by mail, directed to him at his las
known place Of residence. The said motto
may be waived by the unanimous consent o
all of the stockholders ''''
Article Vl1.-No stakeholder shall be he'll
liable or responsible for the contracts, debt,
fauits or defaults of said corporation in an
1urther sum than the unpaid balance due N
corporation on the shares Of stock owned h
MIN, nor shall any mere informality in n,
ganIzation have the effect of rendering tn;
any liability beyond the amount rems;n;r
unpaid on his subscription to the stock.