The herald., 1915-10-28
AMENDMENT TO CHARTER

AMENDMENT TO CHARTER
| OF KRACKE & FLANDERS COMPANY.
| United States Of America, State of Louisiana
Parish Of Orleans, City of New Orleans
BE II known, that on this twenty-ffth da,
OF the month Of August, in the year Of Out
Lord one thousand nine hundred and fifteen
and Of the independence OF the United States
Of America, the one hundred and fortieth
before ne. Arthur John Peters, a notary pub.
lie, duly commissioned and qualified. IN and
for the city Of New Orleans, in the parish OF
Orleans and State Of Louisiana, domicIliated
IN the said city and parish, and in the pres
erCe Of the witnesses hereinafter named and
undersigned, personally came and appeared:
Thomas ". Kracke and Thomas Adams, Of the
full age of majority, and residents Of the
city OF New Orleans, parish OF Orleans, and
state OF louisiana, herein appearing IN their
capacities as president and secretary. respect
rvcly. OF stockholders meeting Of the
'kTa,Ae y Flanders Company a corporation
dpWlClICd III tins city, parish and state, or
gained Icy act passed before Arthur John
Peters, notary public, on December |, 1918;
and under and by virtue OF a resolution passed
and adopted AZ said stockholders meeting
hcrcluahuve mentioned, a certified copy OF the
minutes Of which meeting IS hereto annexed
as part hereof.
Who declared that at a general meeting Of
the SroCkholdcr, IT said corporation held on
the Sth day Of February, l9l5, which had been
'''.E'ta''A l'l lttat purpose according 10 law,
the following amendment 10 Article Y Of the
charter Of said corporation was adopted bv a
unanimous vote OF the holders of all stock Of
sand corporation, present or represented at
sand meeting, to-wit:
Article ' Of said charter was rccast and
amended a. 90 read as follows to-Sit:
Article V All Of the corporate powers of
tins corporation, and the management and con
troll OF It's business shall be vested in, and
exercised by a board OF directors, To be com
ed % fNrrTgal members elected
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 20 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
quorum, provided That any five directors may
mold meeting OF the board, and their unani-
nous action upon any matter shall be ConSid-
cred a 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.
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 any vacancy oc.
curing thereon by the election OF some quail.
ned stakeholder, who shall serve until his sue
cessor 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 d.
reCtors from among its members. and the sec
Rotary from among the stockholders. The OF.
hces Of secretary and treasurer may be com
bined and filled by one 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, 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-
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
Of directors then in Office shall hold over
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 TO be cast by
the owner IN person or by written proxy. The
stockholders receiving a 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 obiga-
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 as more fully appears by the an
nexed certified copy of the minutes of said
stockholders meeting.
And said appearers having requested me,
notary public, to put said amendment in au-
thentc form, l do by these presents receive
said amendment in the form of this public act,
10 the end that said amendment NAV be re-
corded and promulgated, and thus be read
into the aforesaid original act passed before
Arthur John Peters, notary public, on De-
cember !, 1913, and recorded in the mortgage
office of the parish of Orleans, State of Lou
isiana, in book 1ll9, folio 2SS.
Thus done and passed, in my Office, at New
Orleans, La, aforesaid, in the presence Of
Hugh NJ. Wilkinson and Van Buren, Harris,
witnesses of lawful age and domicilated in
this city, who sign these presents together
with the said sppearers 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
/. 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., was this day duly
recorded in my Office in book llS7, folio 4o5,
New Orleans. August %, 1915.
Original signed:
EMILE J. LEONARD. D. R. NJ
l do hereby certify that the above and fore
going is true and correct copy of the orig
inal act on file and of record in my Office, to-
gether with the certificate of the recorder of
mortgages, for the parish of Orleans, this
State, appended thereto.
New Orleans, La, September II, 1915.
A. J. PETERS. Notary Public.
sept % 80 oct 7 IA q %