The herald. [volume] (New Orleans, La.) 1905-1953, 1915-10-07


before M. Arthur John Peters, a notary pub
lie, duly comm ssioned and qualified, IN and
for the city of New Orleans, IN the parish Of
Orleans and State Of Louisiana. domIcIlatcd
IN the SAID city and parish and in the pres
enCc OF the witnesses hereinafter named and
undersigned, personally came and appeared:
Thomas ". kT1Ckc ard Thomas Adams. OF the
full age Of majority, and residents Of the
CITY OF New Orleans. parish OF Orleans, and
State II louisiana. hcrc'0 appearing Iu their
capacities a~ president and secretary. respect
lvr'y, oi stockholders meeting Il the
NrasNt \ Flanders Company. corporation
d'm',icd Don tins clry. PARISH and state. or.
gtnv,d 10y art passed before Arthur john
Peters, notary public, oh December !. 1913.
and under and hy virtue pt o resolution passed
and ad"r'rd At aid ~rocAho'dg1s' mec,rs
minutes OF which meeting 0, hereto annexed
part hereof.
Who declared thai az a l,r,raI meeting ~
the stockholders aI sand gu.,ufr'.uu held or
'hc S'h tay Of February. lr',. which Ht1 ac,u
convened for that purpose According % l,,y.
The following awcultacu' t. Article - the
charter 90 sand corporation Vas adopted Hy %
unanimous Vote af The holders of ... stock OBJ.
said corporation. present ur represented o.
said meeting. ra.wtt.
Article \ ul said charter Ms I,.t~r and
amended us o. read a> follows. tp.W.ts
Article Y All 81 the corporate powers at
Tins corporation. art the management and cove
'~pl of r'> business shall bee vested 40, an
exercised hy D. board ut directors. 20 hr com
posed ~ thirteen members elected from among
the stockholders as hereinafter ser forth. No
meeting OF the board - directors -ht. Pc, held
until after ten days written notice. signed hy
the president or secretary. shall have been
sent o. each member a. his Las, known place
OF residence, unless said time limit shall have
been waived 10y wsflrru consent hy all the
said members.
majority Of the board shall constitute 81
quorum, provided. That any I'VE director, NAV
hold a meeting of the board. and their uuaui-
nous action upon any matter shall De torsrd-
cred valid corporate act. when previously
90 the holding oi said meeting and after the
ten days notice herein above stipulated shall
have been gwen, the other eight directors con
sent M writing thereto said written consent
shall be spread upon the minutes of said meet.
ing.
The hoard OF directors shall have power to
determine the number and cause for which
vacancies may be declared on SAID board, and
shall have the night 10 MI any vacancy oC-
curing thereon by the election Of some quail
ned stakeholder. no shall serve until his sue.
ccNSor Is elected at the annual election. No
person shall be eligible as a member OF the
board, unless a stakeholder Of the corpora
ton.
The officers of the corporation shall be.
president, viCe-president. secretary and treas
urer, OF whom the president, vice president and
treasurer shall be elected by the board Of di-
rcCtors from among its members, and the sec
Rotary from among the stockholders. The OF
fees Of secretary and treasurer may be com
bncd and hlled by one and the same person.
SAID board OF directors shall continue in
"thoe until the third Monday IN January, 1916,
on which day and annually thereafter, a board
Of directors shall be elected by ballot for the
term of one year Such election shall be held
under rules and regulations as may be pro-
vldcd by the board Of directors
Any failure from cause whatsoever to elect
board of directors on the day named shall.
not dissolve this corporation. but the board
Of directors then in office shall hold over
until their successors are chosen. At every
election and meeting of the stockholders, the
snail he entitled to one vote 10 be cast by
the owner IN person or by written proxy. The
Stockholders receiving majority Of the votes
cast shall be declared elected as 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 or other obliga-
lions OF this corporation shall he signed by
two officers OF the corporation as designated
in the bylaws.
Any officer or director may be removed by
m n!hJo''ty VOC , oil me stockholdeTs.
or are nrrsent the rot;Ces otber,iso -el;roi
for holding MEETINGS. rray hc J;s,crsoI III
The Whole as mo- eli, .r,a,-s h. ~ ~
nexrd certified conv ~ The ,,;r,,,cs IS IA
stockboIders' meeting
And said annearers having reo,es,eJ mo
notary public 10 mt sa;J aTendr,ert - as,
thentic form, I do by these presents receive
said amendment IN the form OF this public act,