The herald. [volume] (New Orleans, La.) 1905-1953, 1916-11-09

Orleans; each share of stock shall be emit
lied TO one vote, 20 be cast IN person or by
written proxy. and 4 majority OF votes cast
shall elect ANY vacancy occurring among
the directors by death, resignation or other
wise. shall be filed by the election for the
remainder Of the year by the remaining d.
date above specified shall not dissolve or
affect ,hc corporation. but the directors then
IN office shall remain IN office until their
Successors are elected and qualified. and
shall cause another election 10 be held As
soon - possible thereafter, alter due notice
thereof shall have been given for the time
and in the manner above provided.
-Four directors shall constitute quorum
!,~ The transaction Of any business, and the
board IT directors q: their first meeting
follow ng each annual election; shall elect
one ~ their own number to he president.
another 90 be vice president; shall also elect
a secretary and treasurer and may elect an
l>>i~tar, secretary and treasurer. The sec
rrtary-trcaSurcr. assistant secretary and as
Sistgut treasurer need not be members Of the
hoard. The board shall have power, IN their
discretion. % unite the office OF secretary
and treasurer. The said board of directors
may appoint an executive committee 81 the
board. 10 consist of four directors, two Of
| whom shall constitute a quorum. with power
| 10 act. and the board OF directors may dele
gate 10 said executive committee from time
| 70 time they see mt, any and all OF the
| powers vested in them rs 4 board of direc-
! Tors. and may also appoint, from time to time,
such officers, clerks, agents or other employees
| Is they may deem necessary, provided the
| board shall not have power 10 elect any Off
! Ger. clerk, agent or employee Tor 4 fixed
| term. but all shall hold Office only at the
! pleasure Of the board. And said board may
make and establish, as well as alter and
| amend. any and all bylaws, rules and req
| uationS necessary and proper for the amend
ment and control of the business and affairs
| OF this corporation.
said board shall also have full power and
| authority TO borrow money, execute mort
| cages, issue notes or other obligations and
| generally to do all Thugs reasonably nee.
| cSSary tor the proper carrying on of the bus.
mess, as also TO issue and deliver full paid
| shares Of stock OF the said corporation in
payment of money borrowed or property
actually received by said corporation
Any director shall have authority TO ap
| point in writing a stakeholder not already
member of the board to represent him as
director at board meetings; or he may ap
point in writing another director. and in sucf
event such absent director shall be counted
| as II personally present at the said meet
ing for purposes of quorum, voting anC
for any. and all purposes.
The FIRST board OF directors OF this cor
poration shall consist Of Martin H. Manion
president; II. Jordan Mackenzie vice-presi
dent; Lewis VI. Dalgarn, treasurer; Rober
l. McChesney, secretary, general manager
Directors. Frank Bethune. Chas f. Moro
ney and Lionel +. Favrot. Said Director
shall remain in office until the election to b.
held December, 1917, or until their success
sors are elected and qualified. the aforesai
officers, however, holding their Offices onl
at the pleasure OF the board; and all sue
ceeding boards shall be composed only o
stockholders of record. No director shal
have the right TO endorse for any one, an
IN case Of violation Of this provision, his OF
nee as director may be declared vacant an
4 successor elected by the board
Article N.-Whenever this corporation ma
be dissolved, either by elimination. or an
other cause, its affairs shall be liquidate
by three stockholders to be appointed at tn
general meeting Of stockholders which is cor
yened for the purpose OF liquidation. or d
any general meeting of stockholders afte
n liquidation is decided upon Said COMM,
3 sioners shall remain in office until the affair
< OF the corporation shall have been full
: settled and liquidated. and in case Of deaf
o OF one or more Of the commissioners the W
a cancy shall be filled by selection by III
surviving commissioners, or by the survivin
I commissioner. Said commissioners are ther,
by vested with full power TO sell, transft
and give title to all the property real De,
Sonal, or mixed OF the corporation, and di
n tribute the proceeds thereof among the stool
n holders.
Article VI-This act of corporation ma
Il be modified, changed or altered, this co
: poration may be dissolved with the asseI
4 of two-thirds (2-0 OF the capital stock rel
| resented at any general meeting OF the stool
}. holders convened for such purpose, after wri
!. ten notice shall have been mailed by re-
, | istered letter to each stakeholder, who a
/ pears as such upon the books, to the po
:, office address designated by him, not le
| IMAM TOUR Weeks nor more IMAM SIX Weel
u Counting day of making and day of meeting
= preceding the general meeting called for Il
= purpose OF liquidation
!: Article VII-No stockholders shall ever
!, held liable responsible for the coutrsc
!, | or faults OF said corporation for any furth
- sum than the unpaid balance due q
q shares of stock held by them, nor shall ar
\ | informallty in organization have the effe
- OF rendering this charter null, or eNposii
), its stockholders to any liability beyond q
- amount which may remain due on his sto
!; If not full paid.
Thus done and passed in my office in tn
city on the 10Th day OF September, 1916
4 the presence of John Wentworth and NJ
| Stein, competent witnesses, who have her
e unto signed these presents, together with sa
appearers and me, notary, after reading
the whole.
Signed: Martin II. Manion. shares, So
R. l.. McChesney, shares. $500; Frank
thune, / share. 500; L. VI. Dalgarn, shar,
$500; Lionel F. Favrot, 5 shares, $500; Oh;
T. Moroney, 2 shares, 500; H. Jordan Mac
enze, shares, $500. Witnesses: VI. G. Ste
~ John Wentworth.
II. w. KAISER, Not. Pub
/ hereby certify the above 10 be a TT
n and correct copy of the original of record
n on file in my notarial Office.
IL H. w. KAISER. Not. Pr
nd /, the undersigned recorder of mortgages
81 and for the parish of Orleans. State of l.
nd isiana, do hereby certify that the above a
er foregoing act OF Incorporation of the Pelic
nd Dri.Crete Co, Inc, was this day duly
re- corded in my Office in book l20l, folio J
ar | New Orleans, October ), 1916.
tie EMILE J. LEONARD, by.
nd oct II 10 % nov 10