The St. Mary banner. (Franklin, Parish of St. Mary, La.) 1889-1931, 1914-03-28


beer given to each stakeholder Of the time
and place of holding said annual election,
which notice in writing to each stOckhOld-
, err may be served by transmitting same to
him through the mails, addressed to his
address As re sistered on the books of the
| company, or if no such address be regis
! tered then addressed care general deliv.
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 Secretar, 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 filled by the remains
ing directors by the election in his place
OF a stakeholder, no shall act until his
successor shall have been elected, at the
next ensuing annual election, and shall
ARTICLE vi. q
Three members of the Board of Direc:
| tors present, either in person or by proxy,
shall constitute quorum for the transac.
ton of all 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 tho
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 properly
| owned by or belonging to this corporation
or to mortgage all or any part of said
property for any amount and on any
rectore may see fit, and to issue for security
for said mortgages, bonds, notes or other evi-
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
charter into effect and for the management of
the affairs of the corporation, provided, how>
ever that 1t shali require an Affirmative vote
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
as such director.
ARTICLE VII.
At all meetings Of stockholders, it shall
require vote of the majority of the stock 90
present or represented to elect directors. or
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 50
present or represented, which three fourths
must also be majority of the stock outstaud-
ing.
Upon the termination of this charter by
limitation, or upon tho dissolution of the
corporation as hereinafter provided for, the
business and affairs of the corporation shali
be liquidated by three commissioners selected
from the stockholders at genera! meeting
called for that purpose, after giving the
stockaoiders notice as provided in Article
er during the term of his Duties or In case Of
his failure or refusal to act, the remaining
commissioners shall declare the Office vacant
and shall elect q successor from among the
stockholders.
ARTICLE TX
Except as t, the increase or decrease of CAPT.
tai stock which must be done In the manner
and form prescribed by law, this Act of
Incorporation may be changed. modified or
altered, or the corporation may be dissolved.
at meeting of stockholders called specially
for that purpose, after giving the stock.
holders notice as provided in Article hero
of such meeting to be called by the Secretary.
upon the written request OF those holding nOt
less than one third of the capital stock.
In the event the dissolution of the corpora
ton is voted, the commissioners provided in
t.a1x h., l., nI~ AoI IL
sired at the same meeting at which tho disco
luton is voted.
No stock ,older shall DO liable or in any
manner responsible for the ,ntracrs or faults
of this corporation beyond an unpaid balance
that may be due on the shares OF stock owned
act have the effect of rendering this charter
null or Of exposing stockholders to liability
beyond the am cunt OF their stock.
ARTICLE XII.
In the event that this corporation shall is-
sue first or second mortgage bonds or notes,
and any default should be made In the payment
of the first or second mortgage bonds or notes.
or if any amount is still due in principal or
interest the second mortgage bonds or
notes, then no dividends whatever shall b
paid upon the stock of this corporation: and
dividends only shall be paid after all second
mortgage bonds or notes are fully paid and
ratified.
ARTICLE XII.
So that this Charter may also serve % .
subscription list, the parties signing this
charter have set out opposite their signatures
the amount of the capital stock of this corpora
ton subscribed by each one Of them.
Thus done and passed in my office at Frank,
lin, st. Mary Parish, Louisiana, on the day.
month and year first herenabove written. ip
tho presence of Refine II, Mayer and 4. v.
Pickett, two competent witnesses, who here.
unto sign their names with said sppearers and
me, Notary, after due reading of the whole.
Wilbur Fl. Kramer, Three Thousand Dollars
(S3 100000, Thirty Shares.
p. Kramer Fifteen Hundred Dollarsi $l5oe.00).
Fifteen Shares.
A. II, Thompson, Eight Hundred Dollars
$500 00), Eight Shares.
J. Il. Lassns Seven Hundred Dollars ($70o.00)
Seven Shares.
W. J. Young, Fifteen Hundred Dollars
($l5O0) Fifteen Shares.
l. S. Wooster, Fifteen Hundred Dollars
($l500) Fifteen Shares
II. ". Kappel, Two Hundred Dollars ($2oO.oO)
Two Shares.
Jos. j. Schwartz, One Hundred Dollars
($100. COY, One Share.
| Hun rad Dnllara fk300 NJ