The St. Mary banner. (Franklin, Parish of St. Mary, La.) 1889-1931, 1914-02-28

directors on the day above specified, shall
not dissolve the corporation, but the
directors and officers then in office shall
hold over until their successors shall have
been duly elected, qualified and installed.
and it shall be the duty Of the Board Of
Directors to convene within ten DAYS
another meeting of stockholders for the
purpose OF electing directors, of which
meeting each stakeholder shall have three
DAYS prior notice in writing. The failure
to elect Directors at said second meeting
shall likewise not dissolve this corpora.
ton, but the incumbent officers shgll re.
main in Office and there shall be no elec.
ton of directors by stockholders until the
date Of the next annual meeting.
The Directors, as soon as possible after
their election, shall qualify, take office
and elect from among their number a
Pre- s,dent, Vice-President. Secretary
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. The
Board of Directors shall have the power
to appoint agents and employees, and to
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 the
Board of Directors, or among the officers
from death, resignation, removal or any
other cause the said vacancy shall be-
lied by the remaining directors at A
special meeting called for that purpose
after three days notice thereof has been
given in writing TO the remaining members
of the Board.
ARTICLE vi.
Except as otherwise provided In Article
v, notices of all meetings OF stockholders
for the election of directors or for auy
other purpose shall be given in writing by
| the Secretary at least ten days hefore the
date fixed for such meeting and shall
| be delivered personally to the stockhold.
ers or deposited in the mail, directed to
| 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 OF all of tae
| st ,ckhOlders appearing as such upon the
| books. At all such meetings each stock.
| holder shall be entitled to cast one vote,
either in person or by proxy. for each
share of stock owned by him AID standing
| in his name on the books Of the Company,
and, except as herein otherwise provided,
| majority of the votes so cast shall be
sufficient to elect or to decide any and all
questions voted upon.
| ARTICLE VII.
| No stakeholder may offer for sale, assign
or transfer his stock in this corporation
without giving to the other stockholders
| thirty days notice of such intention, which
| shall be given in writing to the President,
who shall 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 stock
holders shall have the first privilege Of:
| purchasing the slid stock at the book,
| value thereof for q period OF thirty days
from the delivery Of said notice to the
President, after which thirty days said
stock may be sold in the open market.
ARTICLE VIII.
| Except as to the increase or decrease Of
capital stock, which must be done In tn
manner and form required by law, thI
act of Incorporation may be chang I'd,
modified, or altered, or the corporate "a /;
may be dissolved by a vote of three.
fourths in amount Of the capital stock
present or represented at meeting Of tae
| stockholders called specially for that pur.
pose, provided that in order to dissolve
the corporation at least a majority Of the
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 OK
! the corporation, the business and affairs
of the company shall be liquidated by
three commissioners, elected from the
stockholders at a general meeting called
for that purpose. said commissioners
| shall have entire charge of the liquidation
! with authority to sell aud dispose of the
assets of the corporation. and in case Of
the death or resignation of comm ssion.
er during the term of his duties, or In ease
Of his failure or refusal to act, the remain.
ing commissioners shall declare the office
vacant and shall elect successor from
among the stockholders.
ARTICLEX.
No stakeholder shall ever be held liable
or in any manner responsible for the con.
tracts or 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 org auizati0n
Of this company, have the effect of render.
ing this charter null or of exposing stock.
holders to any liability beyond such IN.
paid balance.
Thus done and passed, in my Office, At
Franklin, Louisiana, on the day, month
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.
3 WILSON L. PETERMAN, 6 shares
e T. NJ. MILLING, shares, 80,
+. J. A. PErERMAN, 6 shares, &.
e j.. A. LOUoTALOT. 6 shares.
e ROBERTS G. MILLING, shares.
8 Witnesses: s.
S MURPHY ! FOSTER,
J MAnY FESKE.
d W. PRESCOTT FOSTER,
Notary Pu0Ilcs