The herald., 1915-04-15


dividends on the common stock. are
hereby set apart, dedicated. pledged.
mortSaSed and Intoxicated and shall
be held and retained To protect and pre-
serve the value and integrity of said
preferred stock, and TO provide for its
redemption, as hereinafter provided.
The holders of said preferred stock
shall he entitled to an annual cumula-
tive dividend of seven per cent navabIe
out of the net amount received from
property sold and rents and earnings
collected by said corporation; and said
corporation reserves the right to redeem
at ruiz par value. with all accumulated
dividends. any and all shares of pre-
terred stock at any time after January
l. l920; provided that the Board of
directors may in its dissertation either
cancel or from time to time reissue such
stock 50 redeemed
No dividend shall he paid upon the
common stock or said corporation until
after all dividends due have been paid
by said corporation to the holders of
preferred stock. or set aside for that
purpose
Holders of preferred stock shall have
the right at any time to surrender the
same in exchange for land of the cor
poration for such price as may be fixed
by the Board of Directors: and ineyery
such case the Board shall have the right.
from time TO time. to issue stock so
exchanged to new subscribers for cash.
payable as may he fixed by the Board
whenever preferred stock shall be
redeemed, the holder thereof shall
surrender his certificate upon being paid
the amount due him: and in case anv
holder of such stock shall fail 10 present
his certificate to be redeemed said
corporation shall deposit the amount due
thereon in any national bank in the
city of New Orleans. Louisiana and
shall publish notice. once a week for
fOur weeks. setting forth the name of
such owner, the number of shares held
by him, the amount due on the same.
and the fact that said amount has been
so deposited in such bank for such
holder; and thereupon said stock shall
be as fully redeemed as if the certif-
cate for the same were surrendered: and
the holder of such stock shall be
entitled to the amount deposited as
aforesaid and shall have no further
right or claim against said corpora
ton: or interest in it's business and
affairs.
Should said corporation he dissolved
before the preferred stock shall be
redeemed, then its net assets shall he
used first to redeem the preferred stock.
and, after such redemption. the remain
ing net assets shall be ratably distribu-
ted and divided among the holders of
stock.
ing upon said corporation unless made
upon the books, and all certificates of
stock shall be signed by such officers
as may be designated by the Board of
Directors.
The said corporation shall at once
become and be a going concern and shall
business.
The said capital stock may be in
creased from time to time to any
amount not exceeding one million
dollars such increase to be made as
provided by law.
Article V-All the corporate powers
Of said corporation shall be vested in,
and the management and control of its
affairs shall be exercised by a Board of
Directors. composed of not less than five
nor more than nine stockholders, as
the Board of Directors may determine
from time to time. Each director shall
own at least ten shares of common
stock. and the directors shall be elected
annually by the holders of common
stock. by ballot, on the Thursday
following the first Monday in February
the first election to he in 1916. Notice
shall be given by mail. addressed to
each holder of common stock at his
place of residence as shown on the books
OF the corporation, said notices to be
mailed not more than three weeks nor
less than two weeks before such cleo
ton.
All elections shall be held under such
rules and regulations as may be fixed
by the Board of Directors; provided.
that each holder of common stock shall
be entitled, in person or by proxy. to
cast as many votes on each share of
stock owned by him as there are direc-
tors to be chosen. which votes may be
given for one person or may be divided
among several persons, not exceeding
the number of directors to be chosen,
and, provided, also. that no fractional
votes shall be considered. From the
persons thus voted for, there shall be
Nkn l.
number of votes, second the one having
the next greatest number of votes, and
so on, until the number thus taken shall
be equal to the number of directors to
be chosen; and the persons thus elected
shall be and constitute the Board of
Directors, and shall continue in office for
one year, and until their successors
shall have been duly elected.
In case of any failure to hold an
election, as above provided, such failure
shall not forfeit this charter, but an cleo
ton shall be held soon as may be prac-
-icable after notice as above provided.
Each Board of Directors, at it's first
meeting after each election, shall elect
from it's number President and a
and shall also elect a
Secretary and a Treasurer. who may be
members of the board or not as the
directors see fit: and both of said
)ffices may be held by one and the same
person, as Secretary and Treasurer. as
nay be determined by the board.
A majority of the directors shall |
constitute a quorum for the transaction |
If all business, and any vacancy occur |
ing on said board shall be filled by |
he remaining directors for the UNI |
Expired term. The said board, or such |
,fficer or manager as it may designate, |
hall appoint such officers, managers, |
Jerks and other employees of said |
as may be necessary for its |
business and shall dismiss the same; |
nd the tenure of office and employment |
# all officers. managers, clerks and |
shall be during the pleasure of
aid board.
The said board shall have the right |
nd power to buy, sell, improve, con- !
ract, lease, borrow money, issue bonds
md execute mortgages, and in general,