The herald., 1917-03-15

notice may be waived by unanimous con
sent Of the stockholders.
At all such elections and at all meetings
of the stockholders, every stakeholder shall
be entitled to one vote for each share Of
stock standing in his name on the books Of
the corporation AT the date OF such election
or meeting; said votes may be cast IN per
son or by proxy, the said proxy to be in
writing, and majority OF votes cast shall
elect.
The failure to elect directors at the annual
meeting shall not dissolve this corporation
nor impair its management IN any way, but
the directors then in office shall remain in
office until their successors are elected and
qualified.
Each subsequent board Of directors shall
elect As soon possible from their own
number a president and 4 secretary treas
urcr the officers TO manage the affairs OF
this corporation, and may grant TO the said
officer. such powers as they may deem
proper.
All vacancies on the board Of directors for
whatsoever cause shall be filled by the re-
mainng directors. Any member Of the board
may appoint any stakeholder as his proxy
20 act for him and in his place at any meet
ing Of the board.
SAID corporation shall have the right TO
make and amend, by its board OF directors,
bylaws, rules and regulations necessary and
proper for the management of this corpora
ton. Three shall constitute a quorum for
transaction Of the business of the board.
Article NI-lhis act Of Incorporation may
he modified, changed, altered amended,
or the said corporation may be dissolved,
with the assent Of two-thrds Of the capital
stock outstanding, AZ a meeting of the stock
holders convened for that purpose, and after
fifteen DAYS written notice delivered in per
son or at the last known address Of each
Stockholder. The said notice, as aforesaid
may be waived, by the unanimous consent
II the stockholders. In case of dissolution,
The affairs OF this corporation shall be IL
undated by two commissioners elected by
he stockholders
Article NII-No stakeholder shall ever be
held liable for the contracts faults of this
corporation in any further than the un,
shares Of stock owned by him: nor shall
.ny mere informality have the effect OF rem.
icrlng this charter null or OF exposing the
Stockholders to any liability beyond the
balance due and unpaid on his stock
Article NIlI.-The subscription of Geo
VIM. Rucf, ST, to this company for the sun
Of $500 OF the capital stock thereof, that
his company by said George VIM. Rueff
s., Of certain books and fixtures owned BY
| him and heretofore used in his custom house
brokerage business, together with the good
viii OF said custom house brokerage bust.
ness. all as itemized and appraised on a list
daily sworn 10 by the directors OF this com.
pany; which list is 10 be read in connection
! herewith: the total appraIsement Of said
| property and good will, as appears said
| list. amounting TO the of $4,000.
Detailed and itemIzed statement, descrip,
Hon and appraisement Of the books, fixtures
| good viii. etc, referred TO in Article VIII
Il the Charter of Geo. VIM. Rueff, Inc, for
which there is issued 10 Geo. VIM. Ruefi
seyentyfve shares full paid worcestershire
shares Of stock in the Geo. VIM Ruef Inc
hooks, Treasury Decisions (Bound),