The herald., 1917-04-19

the proposed lowest price of said stock not
10 exceed the actual value thereof at the
time OF such offer. After thirty days from
the receipt OF such written offer and on
failure OF the other stockholders or any of
them to purchase said stock, the owner there
OF shall be at liberty to sell such stock for
not less than the price named by him in
said offer, TO other person or persons
Article N.-Ihe corporate powers of this
corporation shall be vested in a board of
directors consisting of three stockholders.
Louis Henry Burns, who shall be president;
Robert +. Burns, who shall be vce-presi-
dent; Ralph : Burns, who shall Oc Secre-
tary, all OF whom are reside. of New Or
leans. IN the said parish and State, and they
shall serve such for year from this
date, or until their successors shall be duly
elected by the stockholders and qualified;
such elections shall be held at an annual
meeting the second Monday Of October,
1917, and Of each year thereafter, provided,
that should such election be held through
inadvertance, neglect or other cause, the said
officers and directors TO continue in office
until such time as their successors may be
elected and qualified, provided that no cleo
ton shall be effective unless more than fifty
one sd per cent OF the capital stock issued
IS present or represented at such election and
voted.
All such elections shall be by ballot and
conducted under the supervision Of two COM
miSsioners 10 be appointed by the board of
directors for that purpose Notice OF such
election TO be given each stakeholder in
writing by registered mail addressed TO his
or her last known address fifteen 05) dayS
prior thereto, and each such stakeholder shall
at such election, or at any stockholders
meeting he entitled 10 one vote for each
share Of stock owned by him shown by
the books OF the corporation. All proxies
shall be in writing signed by the stock
holder.
Vacancies occurring in said board for what.
ever cause shall be filled by the remaining
directors for the unexpired term, and any
director may appoint by writing another
person friendly to the corporation to act as
his proxy on said board to act for him and
exercise for the time being all the power Of
such director.
Three directors shall constitute quorum.
for the transaction Of all business. The said
board aforesaid being vested without re-
strlCtlon whatever with all the corporate
powers OF this corporation. particular and
general, TO do and perform all acts and
things necessary for the transaction Of its
affairs and business and the accomplish
ment OF ITS objects and purposes as set forth
IN detail IN the foregoing articles.
Article NI-The officers Of this corporation
! shall be a president, a vICe-preSident and
/ secretary, who shall be designated as such
/ in the order named by the board Of direc-
| tors according 10 the number Of votes cast
/ for each in the annual election at which
| said board was chosen.
| Article Widths act OF Incorporation may
/ be altered and amended by vote of more
/ than hfty-One SD per cent IN amount of
the capital stock. or said corporation may
be dissolved by q. vote in amount OF two.
thirds Of said stock At a general meeting Of
/ stockholders convened for that purpose after
/ fifteen days previous notice by registered
| letter, and each stakeholder al his last known
| address and after three previous publications
Of such notice IN a daily newspaper Of the
city OF New Orleans, during fifteen days.
Article NllI.-Nhcnevcr this corporation
may be dissolved by expiration Of its char
ter or sooner by vote Of the shareholders
two liqudators shall De elected at gen.
eral meeting held as above provided. These
lIquidatOrS shall continue in office until the
full liquidation Of the corporation, and IN
case Of the death Of either Of them, the
shareholders may elect successor, should
they not d, the whole authority OF both
liquiiatU~S shall be vested IN the survivor
Article IN-No stakeholder OF this cor
poration shall ever be held liable or respon
sijlc for the contracts, debts or faults Of this
! corporation in any further sum than the I'M
paid balance due the corporation on the
shares owned by him; nor shall any lntor
wality in this charter or the organization Of
tins corporation have the effect OF render
ing the same null, or Of exposing a siDckhold
er to any liability beyond the amount OF ms
stock.
Thus done and passed in he city Of New
Orleans on the day, month and year hrs
above written, in the presence o! Messieur
Stirling Patterson and George +. Herber
competent male witnesses, who have here
unto signed their names with the said ap
, parers and me, notary after due reading o
''s "'''' Name, ~ subscribers omitted.)
. Witnesses: Stirling Paterson, Geo.
LAWRENCE ". JANIN, Notary Public
, fSEALD
/. the undersigned recorder of mortgages
IN and f0r the parish Of Orleans, State
, Louisiana, do hereby certify that the abov
= and foregoing act Of Incorporation of III
Scotia Realty Company, Inc, was this da
Il. / duly recorded in my office, in book 10
+; folio - New Orleans, April 9, 1917
= (Sgned EMILE J. LEONARD, by. R.
;. | 4 true copy.
!. LAWRENCE NJ. JANIN, Notary Publ
n April l9 % may 10 II "a