The herald. [volume] (New Orleans, La.) 1905-1953, 1915-09-23

, State Of Louisiana. herein appearing in their
capacities Is president and secretary, respect
, lively, OF stockholders meeting of the
"kracke & Flanders Company" a corporation
domiCiled III this city, parish and state,
gained by act passed before Arthur John
Peters, notary public, on December |, 1918;
and under and by virtue Of a resolution passed
and adopted At said stockholders meeting
hereinabovc mentioned, certified copy OF the
minutes Of which meeting is hereto annexed
part hereof:
Who declared that at a general meeting Of
the stockholders of said corporation held
the 9Th day OF February, 1918, which had been
convened for that purpose according to law,
the following amendment TO Article of the
charter Of SAID corporation was adopted by
unanimous vote Of the holders of all stock Of
/ said corporation, present OF represented at
said meeting. tO-wit:
| Article V of said charter was recast and
| amended 50 as TO read as follows, towit;
! Article Y. All Of the corporate powers Of
| this corporation and the management and con-
| troll Of its business shall be vested in, and
| exercised 10y a board of directors, to be com
| posed Of thirteen members elected from among
| the stockholders as hereinafter set forth. No
meeting Of the board of directors shall be held
until after ten days written notice, signed by
| the president or secretary, shall have been
sent TO each member At his last known place
! of residence, unless said time limit shall have
| been waived by written consent by all the
| said members
! 4 majority Of the board shall constitute a
4 quorum, pfONl0tOs lndt any uNc directors may
| hold a meeting Of the board, and their unani-
/ nous action upon any matter shall be consd-
| cred valid corporate act, when previously
/ to the holding Of said meeting and after the
| ten days notice herein above stipulated shall
have been given, the other eight directors con-
sent in writing thereto Said written consent
| shall be spread upon the minutes of said meet
| ing.
! The board Of directors shall have power to
| determine the number and cause for which
vacancies may be declared on said board, and
! shall have the right to fill - vacancy
curing thereon by the election IL some quail
! fed stakeholder, who shall serve until his sue
cessOr is elected at the annual election. No
person shall be eligible a member Of the
board, unless a stakeholder Of the corpora
tion.
The officers Of the corporation shall be,
president, vice president, secretary and treas
urer of whom the president, ce-president and
| treasurer shall be elected by the board Of d.
| rectors from among its members and the sec
rotary from among the stockholders. The Of
! fices Of secretary and treasurer may be com
bined and filled by and the same person.
Said board of directors shall continue in
office until the third Monday in January, 1916,
| 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 rules and regulations may be pro-
vided by the board Of directors.
Any failure from cause whatsoever to elect
a board of directors on the day named shall
| not dissolve this corporation but the board
| until their successors are chosen. At every
election and meeting Of the stockholders, the
vote shall be by ballot, and each share of stock
/ shall be entitled to one vote 10 be cast by
| the owner in person or by written proxy. The
| stockholders receiving a majority of the votes
/ cast shall be declared elected the board
| Of directors. The board shall have the right
! to appoint and discharge such managers,
/ clerks agents and other employees as may be
deemed necessary for the proper conduct and
management Of the affairs, business and con-
Germs of the corporation, and not conflict with
| the charter or the laws Of the state.
! All warrants, checks, drafts other obliga-
! tions Of this corporation shall be signed by
/ two officers Of the corporation as designated
! in the bylaws.
| Any officer or director may be removed by
a majority vote Of the stockholders.
When all thirteen directors consent thereto.
or are present the notices otherwise required
for holding MEETINGS may be dispensed with.
! The whole more fully appears by the an
| nexed certified copy Of the minutes OF said
| stockholders meeting.
| And said appearers having requested me,
| notary public, 70 put said amendment in
| thentic form, | do by these presents receive
| said amendment in the form Of this public act,
| 20 the end that said amendment may be
| corded and promulgated. and thus be read
| into the aforesaid original act, passed before
| Arthur John Peters, notary public, on De-
| cember I, 1913, and recorded in the mortgage
| Office Of the parish of Orleans, State Of Lou
| isana, in book lll9, folio 2ss
|
Orleans. La, aforesaid in the presence Of
! Hugh ". Wilkinson and Van Buren, Harris,
witnesses OF lawful age and domiciliated in
| this city, who sign these presents together
with the said appearers and me, notary pub
lie. on the day and date first aforesaid
| Original signed: Thos. W. Kracke, Pres;
| Thos Adams. Sec-Treas Witnesses: Van
| Buren, Harris. Hugh NJ. wilkinson
A. J. PETERS, Notary Public.
| T. the undersigned recorder Of mortgages, in
and for the parish Of Orleans, State Of Lou.
isiana, do hereby certify that the above and
foregoing act Of amendment Of Incorporation
Of Kracke & Flanders Co., this day duly
recorded in my Office in book 49, folio 49S,
New Orleans, August %, 1915.
| Original signed:
EMILE J. LEONARD, d. R. NJ.
n do hereby certify tina, the above a." fore
going is a true and correct copy Of the orig
inal act on file and q record r. my once 70,
gether with the certificate q the recorder OF
4 mortgages, for the parish Of Orleans thiS
State. appended thereto. - ing
E New Orleans. La, Septemher H. III.
IL A 7 PETERS. Notary Pubhc.
d sept % 30 oct u p p