The herald. [volume] (New Orleans, La.) 1905-1953, 1915-07-29

said shares Of stock, the same to be paid fo
ny Oelhg accepted IN full payment Of tn,
| patent rights sold to this corporation,
Other subscriptions to said capital stool
| Shall be paid IN cash, at such times and il
| SUCH amounts as may be determined by tn,
| board OF directors
| No transfer of stock shall be binding upor
| SAID corporation unless made upon the book.
| and all certificates OF stock shall be signef
by such officers as may be designated by the
| board of directors.
| The said corporation shall at once become
| and be going concern and shall immediately
| commence business.
The said capital stock may be increased
| from time to time to any amount not exceed.
ing hive hundred thousand dollars such in.
creases to be made as provided by law.
Article V.-All the corporate powers of saio
corporation shall be vested in and the man.
agement and control of its affairs shall be es
creased by board of directors, composed of
| four stockholders. Each director shall own AT
least one share of stock and shall be elected
annually, by the stockholders, by ballot, on
the Thursday following the hrst Monaay IN
yanuary-the first election TO be held in 1916
Notice shall be given by mail addressed tn
each stakeholder, at his last known place OF
| residence as shown the books of the cor
poration, said notice to be mailed no, more
than three weeks, nor less than two week,
before such election, and all elections shall
be held under such rules and regulations as
may be liked by the board of directors.
In case of any failure to hold an election
as above provided, such failure shall not Tor
felt this charter, but an election shall be hello
as soon as may be practicable after notice as
above provided.
Each board of directors, at its first meeting
after each election, shall elect from its num-
Der president and vicc-president; and
shall also elect a secretary and a treasurer
who may be members of the board or not, as
sha EN III. z
may be held by one and the same person, as
secretary and treasurer, as may be determined
by the board.
A majority of the directors shall constitute
quorum for the transaction of all business,
and any vacancy occurring said board
shall be filled by the remaining directors for
the unexpired term. The said board, or such
ofticer or manager as 1t may designate shall
other employees of said corporation as may
be necessary for its business and shall dis
miss the same; and the tenure of Office and
employment of all officers, managers, clerks
and employees shall be during the pleasure
of said board.
The said board shall have the right and
power to buy, sell, improve, contract, lease,
borrow money, issue bonds and execute mort
cages, and, in general, to exercise all the
powers OF the corporation, as well as to carry
out its objects and purposes-all without ref
erence to or authorization by the stockhold-
ers.
FROM time 10 time Sdio Ooaru snah auopt
rules, regulations and bylaws for the man
agement and control of the business and af-
fairs of said corporation, and, in its discre-
ton, shall cancel, change and modify the
same.
Article Vino subscriber hereto or stock
holder of the corporation shall ever be held
liable or responsible for the contracts, faults
or debts of said corporations; shall any
mere informality in its organization have the
effect of rendering this charter null, or of
exposing any subscriber or stakeholder to any
due on the shares subscribed for or owned by
him.
Article VII-This act of incorporation may
be changed, modified, or altered, or said cor
poration may be dissolved, with the assent of
the holders of two-thirds. of the stock of the
corporation, whose owners are present and
at a general meeting of the hold |
ers of stock, after at least thirty days writ |
ten notice of such meeting has been given |
through mail, addressed to each stakeholder
at his place of residence, as shown the |
books of the corporation. |
In case of dissolution, whether by the ex-
piration of this charter or otherwise, the hold
ers of stock shall elect three liquidators from |
among their number, to liquidate and settle |
the business and affairs of said corporation. |
In case of death or disability of any of said
iquidators, the survivors, or the remaining /
iquidators, shall appoint successor to such |
iquidator. Said liquidators are hereby given
full power, either by court or law proceed
ngs, or without such proceedings, as they
shall elect, to collect all amounts due the
sell or otherwise dispose of its
assets, pay its debts and liabilities, and COM
promise and settle all disputed questions ard
matters; and shall have and exercise all
,ther powers necessary and usual to fully