The herald., 1917-12-06
CarrOIItOn Land Co., Ltd.
1910 Hibernia Bldg. Main 446S
CHARTERS.


tors, such stock, together with the Install
'n-nts paid thereon, may be forfeited 10 the
corporation by resolution of the Board to
that effect.
Article VI.-"Common stockholders shall
enjoy no voting rights, nor privileges Of
membership, nor right to participate in meet
ings OF members OF the Exchange or be
elected members of the Board Of Directors
of this corporation, so long as any mortgage
exists on the Exchange Building, and SO
long there is any preferred stock issued
by the corporation and outstanding; nor
shall any dividends be paid common stock
holders so long as any mortgage exists on
the Exchange Building and while there is
any preferred stock, issued by the corpora
ton, still outstanding and unredeemed.
"One-half of the preferred stock issued
and subscribed for present or represented,
so long there remains a mortgage on the
building and so long as there is any pre-
ferred stock outstanding, shall constitute
quorum at meetings OF stockholders, and it
shall be necessary that two-thirds of the
amount OF said stock presented or represented
by proxy shall vote in favor OF any question
in order TO decide the same. Each share of
preferred stock shall be entitled to one vote,
to be cast either by the person in whose
name the stock appears on the books OF the
corporation at the time OF voting, or by his
agent or proxy.
Meetings of stockholders may be called
by resolution of the Board Of Directors at
any AlllC " NOAS VI pass upOH any hdAlCIs.
Article VII-"Every member of this ex-
change shall be required to be member of,
or subscribe TO, the General Contractors
Association, its successors assigns,
the Allied Building Council, Inc, its sue
cessors or assigns. The Board shall have the
right to hN the dues and assessments to be
paid by members or subscribers and to pro-
vide for the time and manner OF payment and
to FIX penalties for non-payment thereof.
THE Board of Directors shall have the
right, power and authority to pass such
bylaws, and to make such rules and regu-
lations for the management and government
OF this corporation and the Exchange to be
operated and for the admission of persons
to the privileges of membership and TO pro-
vide for the conduct of all its members and
persons on the floor of the exchange, and
TO FIX and enforce penalties including ex-
pulsion, suspension or fine, or both as il
may deem necessary.
Article VIIL-"The business affairs of this
corporation shall be transacted by and
through Board Of Directors to be elected
annually by the preferred stockholders, COM
posed of a President, Vice-President and
Treasurer and not less than eight 90 nor
more than twenty-eight (2s) other persons
to be elected as directors. They shall be
elected by majority present and represent
ed of the preferred stockholders at a meeting
called for that purpose by the President,
or in the event of the absence of said Off
GERS, or their failure or refusal to act, by
more than one-half of the preferred stock
holders of which fifteen QS days notice
shah be given to each stakeholder, in writ
ing, or by publication in newspaper pub
lished in the City of New Orleans. Stock
holders may, however, waive the said notice
and appear in person or by proxy.
"On the second Monday of December, and
| annually thereafter, an election of officers
and directors shall be held at the Office of
| the corporation or at some other convenient
place to be notified to the stockholders des-
| third Monday of December, and annually
| thereafter, the officers and directors elected
| shall take their seats.
"A failure to call meetings, or a failure
to elect officers and directors as specified
| herein shall not, however, dissolve the cor
poration, but the then existing officers and
| Board of Directors shall continue to hold
their Offices, until their successors are elected
and assume Office, and another election shall
be held as soon thereafter as practicable, at
time and the maner to be fixed and agreed
upon by the authority calling the same,
notice of which shall be given in the man
ner hereinbefore specified.
Elections shall be by ballot under such
rules and regulations as may be adopted by
| the Board of Directors.
| Commissioners of election or those ap-
pointed to superintend elections shall not be
candidates for any Office in the corporation
at said election. The Board may appoint a
| Secretary, and such other officers, managers
and employees, who need not be stockhold-
ers or members of the corporation. as it may
deem necessary, with power and authority
| to discharge at pleasure.
| ANY vacancies occurring in the Office OF
the Board of Directors, from any cause, shall
| be filled by the remaining directors.
| "A majority of the directors shall consti.
tute quorum for the transaction of bust.
| ness.
"The Board shall be, and it is hereby
| authorized TO have full plenary right
power and authority to make and adopt all
| such bylaws and rules and regulations fol
| the management and government of thi:
| corporation and as to voting of stockholders
| as it may deem best for the interest of the
corporation.
at may appoint committees to conduct, ant
have control of one or several matters, with
| the right to revoke same at pleasure, AND
may delegate certain powers and duties te
/ said committees as may best suit the con
venience and interests of the corporation
provided that all of their acts, doings and
recommendations be approved by the Board.
Now, therefore, said appearers in conform
ity with and pursuant to said authorization
for the purpose OF putting said amendment!
to Articles Nv, V, vi, VII, and VIII int
out the authority vested in them by salt
stockholders meeting, copy of the minute
or which are annexed hereto, have signe,
this notarial act for the purpose of making
full proof thereof.
Thus done and passed in my notarial ofic
in the City of New Orleans, on the day
month and year hereinabove set forth, i
the presence Of Messrs. Salvador Roccafort
and Stafford M. Smith, competent witnesse:
, who hereunto sign their names, together wit
. said appearers and me, Notary, after readin
. of the whole.
! Signed: Herman H. Thomas, Prest, R. !
! McChesney, Secretary.
Signed: S. Roccaforte, Stafford NJ smitl
ETHBLRED NJ STAFFORD,
Notary Public.
I, the undersigned Recorder of Mortgages
in and for the parish of Orleans, State
: Louisiana, do hereby certify that the aboy
and foregoing Act, amending the Incorpor;
$ ton of the Contractors and Dealers z
. change, was this day duly recorded in m
!, Office, in Book 1912, Folio -.
New Orleans, November 8, 1917.
(Signed EMILE ]. LEONARD,
by. Recorder.
: A true copy.