The herald. [volume] (New Orleans, La.) 1905-1953, 1915-04-22

dividends on the common stock. are
hereby set apart, dedicated, pledged
mortEa%ed and hypOthecated, 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 be entitled TO an annual cumula-
tive dividend of seven per cent, payable
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 full par value, with all accumulated
dividends. any and all shares of pre-
terred stock. at any time after January
|. 1920; provided that the Board of
Directors may in its dissertation. either
cancel or from time to time reissue such
stock so 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 he fixed
by the Board of Directors; and inevery
SucE 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 any
holder of such stock shall fail to 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 certifi-
cate for the same were surrendered; and
the holder of such stock shall he
entitled to the amount deposited as
aforesaid and shall have no further
| right or claim against said corpora
ton. or interest in its business and
affairs.
Should said corporation be 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 distrbu-
ted and divided among the holders of
common stock.
| No transfers of stock shall be bind
| ing upon said corporation unless made
upon the books and all certificates of
| stock shall he 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
commence 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,
|
| 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
| the first election to be 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
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
taken first the one having the greatest
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 tC
be chosen; and the persons thus elected
shall be and constitute the Board OF
Directors, and shall continue in office fol
one year. and until their successors
shall have been duly elected.
In case of any failure to hold ar
election, as above provided, such failure
shall not forfeit this charter, but an cleo
ton shall be held soon as may be prac'
ticable after notice as above provided.
Each Board of Directors. at its first
meeting after each election, shall elect
from its number a President and g
Vive-President and shall also elect 6
Secretary and a Treasurer, who may b'
members of the board or not as the
directors see fit; and both of sale
offices may be held by one and the same
person, as Secretary and Treasurer, as
may be determined by the board.
majority of the directors shall
constitute a quorum for the TRANSACTION
of all business, and any vacancy occur
lring on said board shall be filled by
the remaining directors for the un
expired term. The said board, or such
officer or manager as it may designate
shall appoint such officers, managers
clerks and other employees of said
corporation as may be necessary for its
business and shall dismiss the same
and the tenure of office and employment
tof all officers, managers, clerks anC
lemployes shall be during the pleasure OF
The said board shall have the right
land power to buy, sell, improve, con-
tract lease, borrow money, issue bonds
and execute mortgages, and, in general