The herald., 1916-03-02

- |
/, legal representatives of the deceased stock
holder and one by the remaining stakeholder.
to FIX price for the said stock at which
; the transfer shall be made, provided that
= If these two appraisers disagree upon rht
valuation of the stock, they shall agree upor
and appoint a third appraiser who shall act
win them and the decision OF such third
, | appraiser, or OF any two Of the appraisers
| shall be final; provided further, that II
such hrSt two appraisers fail or decline 20
| appoint third appraiser, who acts with
them. or any Of the parties in interest fail
or decline to appoint an appraiser who acts.
or disagree among themselves as & the s..
lection, any party IN interest may apply 90
the court in which the estate Of the decreased
| stakeholder i being administered or could
| legally be administered. or to any court hav.
| ing jurisdiction OF the party, or parties. de-
| iendant, 10 appoint an appraiser or appralS-
erN, representing the parties in interest in he
manner hrreInabove indicated, and the de
clSl1u ot tho appraISC-, Or appraisers appoint
! ed IN accordance with the provisions ut this
p"r4gTaPh and rendered III accordance there
| with. shall be binding upon all parties
/ Article N.-Ihc corporate powers of this
| corporation shall be vested IN and cNerci sed
| by. a board OF directors, consisting Of three
| stockholders, and mo members OF the board
| snail constitute Il quorum for the transaction
| Of business
The 6rst board Of directors shall be com
| posed Df Ernest ". Nachcr. Louis A. Ma-phv
| and Marshall 4 Roman, whose postofticc
| addresses are those set opposite their re-
| >pccuye names IN their subscription to the
capital stock Of this corporation. Ernest W.
Nachcr shall he the president of the corpo-
ration, Louis \. Morphy the vIce-president.
and Marshall 4. Roman the secretary and
| treasurer all Of whom shall serve until the
nr>t annual election ut officers. a. hereinafter
set forth, or until their successors are elected
and qualify.
The FIRST annual meeting tor the election
OF officers OF the corporation, who shall i've
"A president, vIcc-prcsIdcut and secretary and
treasurer, which last Office shall be combined
IN enc person. snail he held on the r.r,t
Tuesday in March, 1917, and the first
Tuesday in March OF each year thereafter
unless such day should he a holiday. or half
holiday. when the meeting shall be held on
the next succeeding day, not holiday Or
half holiday. All such elections shall hc by
ballot, and held under the supervision Of TWO
COMMISSIONERS, To- lee appointed by the board
Of directors. For all elections Of directors by
the stockholders at least fifteen days notice
notice served personally on the Stpckholdcr
or mailed 10 hlm Al hi, last known place Of
residence. a. shown by the books Of the cor
pOrati0n. Each stakeholder OF record As
such on the books Of the corporation, shall
be entitled to cast one vote for each share
OF stock held by him m all cases IN which |
Stockholder, may vote, and such vote may
be cast m person or by proxy IN writing, !
which shall! be fled with the secretary.
immediately upon their election. the board !
OF directors shall elect from their number !
the officers Of the corporation. \ failure. q.
however, to hold an election OF any CharaC. |
ter, called for by this charter, shall not in. |
validate this charter or affect the existence |
OF the corporation, but the persons in once |
Shaif 50 remain until an election Is held and |
succession IN ONCE quallned. The board OF |
directors shall have authority at any time
to appoint an iStant-Secretary, who shall
be clothed with such functions as the board
Of directors NAV determine. Such assistant
secretary shall not, however, be a member of
the board Of directors, and need not be a
stakeholder Of the corporation.
All vacancies occurring on the board OF |
directors between elections shall be filled
by the remaining directors for the unexpired
term of said board: and any director shall
be entitled to appoint by written proxy, TO
be filed with the secretary. another director
n stakeholder to act for him as director,
when such director cannot himself act.
All employees of the corporation shall hold
heir position subject to the pleasure Of the
BOARD Of directors.
The board of directors shall be entitled to
iratt bylaws, rules and regulations for the | ,
corporation and the transfer of stock, not in | =
consistent with the provisions Of this charter
II any provisions Of law-prOvided the stock | d
FOLDERS may themselves amend. modify, or :
hange any bylaws regulating the stockhold /
rs meetings. 4
Any director may at any time he removed
y vote OF the stockholders, and such re- c
loval shall ipse facto vacate the office such ;
rector may have held and terminate any /
monuments OF the office. Upon such removal, :
he board of directors shall be entitled 10 I
il the vacancy, unless the stockholders :
hOuld themselves elect 10 do so at the time u
making a removal. n
Article NI.-Whenever this corporation shall Il
e dissolved, whether by expiration of its |,
1arteT, otherwise, two hquidating COM | Il
lissioners shall be elected by the share ! r
olders to wind up the affairs Of the corpora
on. In the event of the death OF one OF | 4
lese hquidating commits soners, of the Ii
liability OF one to act. the other shall con | ;
nue. IN office alone, unless the stockholders ! u
lau see mt to elect a successor to NIL the !.
lace of the incapacitated, or deceased, liqui
atOr. The meeting to elect such successor | 9,
lall be called in TIE same way provided for Il
lie meetings for the election Of directors OF A
lie corporation. 0,
Thus done and passed at my Office in the ii
lty of New Orleans, State OF Louisiana, on tC
lie day, month and year first above written,
the presence of Robert Emmett White and p,
ouis Pichetto, males, over fourteen years e,
age, residing in this parish, competent OF
.rsOnS, who hereunto sign their names with 81
e apPearers and me, notary, after due read OF
& OF the whole.
Original Signed: E. w. Vacher, 1877 fo
ares, post office address, 1916 Napoleon Ave nr
lie, New Orleans, La; NJ. A. Boman, one
are, post Office address, 1916 Napoleon Ave III
lie New Orleans, La; l. A. MOrphy two ca
ares, post office address $40 Common Street, | as
ew Orleans, La X. Emmett White, Louis as
Ghetto. IA
w. MORGAN GURLEY, Not. Pub Inv
|, the undersigned recorder of mortgages M
and for the Parish OF Orleans, State of ~
do hereby certify that the above
d foregoing act of Incorporation of the do
). w. Vacher, Inc.," was this day duly in
corded in my Office, in book No. ll95, folio Co
}. -. New Orleans, La, Feb. %, 1910. lie,
EMILE J. LEONARD, by. r. an
W. MORGAN GURLEY, Not. Pub. q
n 10 q 30 april ye