The herald. [volume] (New Orleans, La.) 1905-1953, 1916-03-30

/ Of and uo, Otherwise; the sid common stocI
shall TO- the event OF any liquidation OF
/ dissolution or winding mp. whether voluntary
/ or involuntary, of this corporation. be entI
/ ;icd ~ the nights accorded 1t by Section
| hereof.
/ All voting rights Of the corporation shall
I be vested equally IN the common stock and
| % the preferred stock al all elections OF
/ directors or otherwise, each holder OF stock
! beng entitled 90 one vote for each share OF
stock standing IN his name on the books oi
| the company. No tran,ie- OF stock shall be
made within a period Of five days next pre-
yiouS 20 the date Of the election.
Separate stock books and stock registers
shall be kept for each Of said classes of stock.
The whole Of both classes Of stock, or any
part thereof, may be issued and delivered
% any person, rrm or corporation for the
requirement OF the rights. privileges. fran
chIsCs. property, servItudeS, or any part
. thereof owned and controlled by such person
or corp"Tauon, also IN payment. settlement
and adjustment OF the costs, fees, charges,
expenses and commissions incurred for ser
wees rendered IN the formation and organ.
izaIon OF this corporation and in acquiring
and bringing about the purchase of the
Tor cash or IN IuStallments OF such amounts
the board Of directors may determine, also
FOR merchandise received or for services
actually rendered 10 this company. The
board OF direCtotS hereinafter created is
specially authorized to dispose Of the stock
or any part thereof for any and all OF the
purposes above stated, as in its judgment
may seem fai- and proper.
Article N.--All the powers OF this corpora
ton shall be vested in and exercised by a
board 81 not more than five 81 and not less
than three O. directors, each Of whom shall
mold In has own name on the books OF the
company AT least one % unpledged share of
stock. Members Of said board OF directors
shall be elected for terms OF three years at
the annual meeting OF the company, which
shall be held on the FIRST legal day OF Feb.
ruary Of each year, provided that the direc-
tors hereinafter named shall hold Office for
terms as follows:
]. \. S;romberg. Esq, shall hold office
until the annual meeting TO be held in 1917,
or until his successor is elected and quail
hcd;
Z. H. Keep Esq. shall hold office until
the annual meeting 20 bc held in 1918 or
until his successor Is elected and qualified;
Eugene T. Barry. Esq. shall hold office
until the annual meeting to be held in 1919,
or until his successor i elected and quail
ned; and provided, further that any duly
elected and qualified board OF directors com
posed Of not less than three directors may by
unanimous vote increase ITS own member
ship up to Eve members and name the new
members who shall serve until the next an
nual meeting Of the stockholders, the intent
being that a portion only of the board OF
directors shall be elected at each annual
meeting All such elections shall be by
ballot at the office OF the corporation, under
the supervision OF three commissioners 10 be
appointed by the board of directors. and in
the absence OF any commissioner the presi-
dent shall have power to fill the place by
appointment and Of all such elections, as
well a. of all meetings OF stockholders, ex-
cept for the purposes OF liquidation or disco
luton, or a otherwise required by law, ff
teen 0Sl days notice shall be given by
mailing to each stakeholder who appears as
such On the books OF the company, at his
last designated address, or at the General
Delivery at New Orleans, if he has not
designated address, or by delivery 10
him IN person, an announcement stating the
time and place of the meeting. Each share
holder shall be entitled TO one vote for each
share OF stock, whether common or pre-
ferrcd, standing in his name the books
OF the company, the said vote to be cast in
person or by proxy, and majority OF the
votes cast shall elect. The board of direc-
tors shall have the power to fill all vacancies
that may occur on the board. Failure to elect
directors the day above specified shall
not dissolve the corporation but the direc
tors then in office shall remain in office until
their successors are elected and have quail
fed The board of directors at their first
meeting following each annual election shall
elect from their number a president and a
vice president, and they shall likewise elect,
but not necessarily from among their num-
Der, 4 secretary, a treasurer, and such other
officers as the board of directors shall deem
necessary. The board shall have the power,
IN its discretion, to unite two or more Of
fees and the same TO confer upon one per-
son. 1t shall have the power TO fix the SAL
arIcs Of all officers and of such further Off
GERS and agents as they deem necessary. The
board of directors shall have the power TO
make and establish, as well as alter and
amend all bylaws. rules and regulations
necessary and proper for the support and
OF the business and affairs of
said corporation not inconsistent with its
charter Said board shall also have the
power and authority to borrow money and
through the president OF some other fully an.
thorized agent or agents to execute mortgages,
issue notes. pledges. bonds, or other obliga-
tons in such amounts and on such terms as
in their judgment may be advantageous, and
generally to do all things reasonably neces-
Sary for the proper carrying on of the busi-
ness of said corporation, as also to issue and