The herald., 1914-08-27

/ the date above >pvcIucd shall not dissolve
/ the cDrpuratlo- but the directors then IN Of
/ uCc shall remain IN office until their Sucge,-
/ >or> are elected; due notice 81 another cleo
/ tIon shall forthwith be given rs above pro
vrdcd, and such notices OF election shall CON
/ tInuC To be gwen until an election - held.
/ \ majority OF the board of directors shall
| constitute "a quorum for the transaction of any
| business: and the board of directors, at their
/ first meeting following each annual election,
shall elect from their number a president, a
yIcc-pTt~ Idcut, q secretary and q treasurer.
/ aud the board shall have the power, IN their
discretion, 10 unite two or more othCcN, and
/ ,hr same TO confer on one person.
! The board OF directors may appoint from
/ time to time such officers, clerks, agents or
/ other employee, as they may deem necessary
| Tor the business and purposes Of said corpor-
alton. The board shall not have the power
/ To- elect or appoint any officers Of said cor
pOratiuu or any clerk, agent or employee, Tor
| a fixed term, except that they may APPOINT a
/ manager who may also be officer Tor such
4 term as they may deem necessary, and with
/ this exception all shall hold office only at
! the pleasure OF the board.
The said board may make and establish,
as well alter and amend all bylaws, rules
/ and regulations necessary and proper for the
! support and management Tor the conduct and
management OF the business and affairs OF
said corporation not inconsistent with tins
charter. Said board shall also have full
power and authority to borrow money, exc
| cute mortgages authorized by the stOckhold-
ers issue notes, bonds or other obligations,
ney Of the United States, or in United States
| gold coin; and generally 10 do all things rea-
sonably necessary for the proper conduct OF
! the business of the corporation, and also to
issue and deliver full paid shares OF stock
and bnudS obligations OF said corporation
in payment OF labor done, money borrowed.
or property or rights actually received by
said corporation.
All boards Of directors elected by the stock
holders shall be composed OF stockholders
/ holding each III his own name at least one
LII.
Article NI-Nhenevcr this corporation may
be dissolved, either by limitation from
any other cause Whatsoever, its affairs shall
be Inundated by three stockholders, to be ap-
pointed at the general meeting of stoCkhOld-
/ cTS OF the common stock, convened for the
purpose OF liquidation. hereinafter pro-
vided. each share being entitled to one vote,
IN person or by proxy. SAID commissioners
shall remain in office until the affairs of said
corporation shall have been fully settled and
hquidated, and shall have full authority and
power to transfer and give title to all the
assets and properly OF the corporation. In
case OF death. disability or resignation OF one
or more Of said commits soners, the vacancy
shall be filled by election by the surviving
commits SIOner or commits SionerS.
Article Nll.-Ihis act of Incorporation NAV
be modified, changed altered, or said cor
poratIon may be dissolved, with the assent OF
two-third> OF the common capital stock at any
general meeting Of the holders OF such stock
convened for such purpose, after previous no.
tlce shall have been given as provided by
law.
Any changes which may be proposed or
made in reference TO the capital stock of said
corporation shall he made in accordance with
the laws Of the state Of Louisiana on the sub
Ject Of the manner OF altering the amount of
the capital stock of corporations, and the pre-
ferred stock alone, the common stock alone
or both classes OF stock, may be increased or
diminished only may be decided by the
affirmative vote Of two-thirdS OF the common
stock OF the corporation.
Article NIll.-No stakeholder shall ever be
held liable or responsible for the contracts or
faults of said corporation. in any further sum
than any unpaid balance due the shares of
stock owned by him; nor shall any mere in
| formallty IN organization have the effect OF
rendering this charter null, or of exposing
a stakeholder TO any liability beyond the
amount due on his stock.
Article IN.-The names and postoffice ad-
| dresses of the subscribers 10 the stock of this
/ corporation are as follows:
Ambrose l.. Moore, New Orleans l0l shares
| common stock; George ID. Moore, New Or
! leans, lOl shares common stock; Wesley +.
Lawrence. New Orleans. shares common
stock; c. {. Alexius, Covington, shares
common stock; l.. VI. Dalgarn, New Orleans,
, shares common stock; J. j. McDermott,
New Orleans, , shares common stock; Her
man Busch, New Orleans, shares common
stock; VI. !. Mcmahon, New Orleans, shares
common, stock nate Eastman, CovingtOn, La,
! share common stock; Henry G. Mccall, New
/ Orleans, 10 shares common stock; i. Seton
Schneidau, New Orleans, 50 shares common
stock; Chester NJ. Schneidau, New Orleans,
shares common stock.
p. Seton Schnedau, Henry G. Mccall,
Chester NJ. Schneidau. Ambrose L. Moore.
George j. Moore, Wesley f. Lawrence and
6. {. AleNius have been chosen and selected
as the FIRST board of directors of said corpor-
alton, with u. Seton Schneidau as president
Henry G. Mccall as vce-presideut, Chester
NJ. Schneidau, as secretary, and Ambrose l..
Moore as treasurer, to serve as such until the
third Tuesday of August. 1915, or until their
successors shall have been elected.
Article A.-Sa1d CORPORATION shall commence
business as soon as fifty per cent of the COM
mon capital stock shall have been subscribed
! shall have been paid for, and in order that
this charter may also as the original
subscription list, the subscribers hereto have
set opposite their respective the num-
Der OF shares OF stock subscribed for by each
of them.
Thus done and passed in my Office in the
city of New Orleans in the presence of Mes
sieurs Benjamin w. Herman and Archibald
age, who have hereunto signed their names
with the said appearers and me notary OH
the day and date aforesaid, after reading of
the whole.
Original signed: Ambrose L. Moore, Sl4
llennen Bldg, one hundred and one shares of
common stock; John j. McDermott, New Or
leans, two shares common stock, by A. l..
Moore; Miss Kate Eastman, Covington, La,
Geo. ID. Moore, New Orleans, one hundred and
one shares common stock; Herman Bush, New
orleans, tour shares common stock, by Geo.
ID. Moore; p. Seton Schneidau New Orleans,
fifty shares common stock; Henry 6. Mccall,
New Orleans, ten shares common stock; T. o.
Alexlus, COvingtOn, La, two shares common
stock, by Chester NJ. Schneidau L. NJ. Dali
garn, New Orleans, La, by Chester NJ Schnei-
dau, two shares common stock; Wesley C.
Lawrence, New Orleans, La, by Chester NJ.
Schnedau, five shares common stock; Chester
VI. Schneidau, New Orleans, two shares com
mon stock; VI. ]. Mcmahon, New Orleans, by
i. Seton Schneidau, two shares common
stock. Witnesses: Benz. w. Herman, A. IL.
Wagner
VIM. J. FORMENTO, Not Pub.
/, the undersigned, recorder of mortgages
in and for the parish Of Orleans, state of Lou
lsiana, do hereby certify that the above and
foregoing act of Incorporation, of the Moore
Rotary Stump Cutter Co, Inc, was this day
duly recorded in my Office, in book 1l27, folio
sos. New Orleans, August 10Th, 1914
(Signed) EMILE J. LEONARD, d. X.
A true copy from the original
VIM. J. FORMENTO, Not Pub.
aug q sept 10 II "a oct
Thy Fellow Man.