The herald., 1917-08-16
CHARTERS.

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| holders hye (5) days within which to pur-
/ chase said stock az its market value, at
| the price offered by any bona hde purchaser.
All the stockholders shall have the right 10
| purchase at such offering, in the proportion
| OF their holdings in said company.
Article lN.-Par. The corporate powers
Of this corporation shall be vested in and
| exercised by a board of directors composed
OF hye stockholders Of which a quorum shall
be three.
Par 2-The officers of this corporation shall
be a president, vice-president and secretary
treasurer. the othce Of secretary treasurer
may be either separate combined in one
| individual as the board shall from time 70
time determine; the following persons shall
| Charles T. Madison, $40 Pitt street, New
! Orleans, La; Edwin NJ. Telie, 54j5 PrytanId
street, New Orleans, La; Joseph Brig, dan
| deyille, Louisiana; Henry l.. Lazarus, Jr,
| 5l5 Whitney Central Bldg, New Orleans,
! La; Joseph ". Cory, Hennen Building, New
/ Orleans, La, and the said Charles I. Madl-
yice-president, Henry /. lazarus, Jr., shall
| be secretary and Edwin NJ. TelIe shall! be
/ treasurer
Par. 5-No person shall be eligible as
director or an officer who IS not stakeholder
| Par. the said board shall continue in
/ office until the third l3rd) Monday in June
/ 1918, on which date, and thereafter annually,
/ board Of directors shall be elected he
/ third Monday OF June Of each year, unless
| the same shall be a legal holiday when the
! election shall be held the next legal day
Par. 5-Notce Of such election shall be
given by letter to be written ten UO) days
previous 20 said election and sent by mail
| prepaid 10 The last known address Of each
| n the stockholders, and the board OF direc-
tors shall appoint one or more stockholders
TO preside al such election as comm ssIoners;
| IN the event Of the failure OF any commits
si0ner or commissioners to attend, the pres
dent shall, by appointment, fill the vacancy,
! failure from any cause whatever to elect
directors on the day named for that purpose,
shall not dissolve the corporation, but the
directors then IN office as well as the officers
OF SAID corporation shall hold office until
their successors are chosen.
Par. G-At every election and meeting, each
| stakeholder shall be entitled TO one vote FOX
each share OF stock registered in his name
and may vote by written proxy.
Par. The election Of directors shall be
by ballot and the majority in amount Of
votes cast shall elect the person or persons
Tor whom they have been cast.
Par. 8-Atier each election the board Of
directors shall elect from their own number,
the officers OF said company.
Article N.-Par: The board shall have
full powers to I'LL vacancies in their numL er
caused by death, resignation or otherwise
from the stockholders Of said corporation.
Par. 2-The said board OF directors shall
have full control of the property of this COM
pauy and shall conduct, manage, and use
the same their discretion may deem fit
and that is consistent with the objects Of
Par. 3-The said board of directors is fur
Their authorized to adopt such bylaws, rules
and regulations as the affairs and business
! Of the corporation may require and as IL may
deem necessary for the conducting and man
agement thereof, provided that same shall
not conflict with this charter with the
laws OF this State or the United States.
Par. 4-The said board OF directors shall
elect or appoint such other officers, agents,
employees, servants and clerks it may
deem necessary for the conducting OF the
business Of the corporation, FIX their COM
pensations, terms OF service, with the right
| TO discharge them at the boards pleasure,
and that said board shall have the right TO
tx and determine the salaries of the several
officers herein provided for.
| Par. 5-The president of this corporation is
, authorized 10 call a meeting of the board of
! directors at any time, provided he shall give
all members of the board of directors, forty
! eight (49 hours written notice, which formal
written notice as well as the time, may be
waived by the consent of all the directors.
Par. 6-On the written request of any two
members Of the board OF directors, the pres
ident must call a meeting of the board and
| give the necessary notice thereof.
Par. 7-Members of the board may by
general or special written proxy appoint any
other director or stockholder 10 act in their
places as directors in their absence.
Par. 8-Any action of the board agreed TO
in writing and signed by all the members or
their proxies, though done separately and
without converting, shall have the same effect
as if done in formal meeting.
. Article N1-One of the purposes of the
organization of this corporation being to
1 acquire by purchase from Joseph Brig, the
: steamer Louis Doive" and the parties an
' mex hereto and make part OF this charter
/ detailed list of the Steamer, Louis Dolive'
> with its appurtenances thereto belong ng,
! which boat and appurtenances is TO be sold
and delivered to said corporation in paymen;
i of fifteen thousand dollars ($l5OUOO) Of the
i thousand, nine hundred dollars C$I4,9OOOOp
5 OF which has been subscribed for by Joseph
Brig, one hundred dollars $4,000 thereof
/ by Henry L. Lazarus, Jr., which detailed list
/ together with the appraised value of said
boat and appurtenances as made by the board
! of directors herenabove named, has beer
\ signed by the board of directors and par
d aPhed Ne Varietur" by me, notary. fol
5 Brig hereby consents to the sale and delv
cry of said vessel and its appurtenances ii
payment of stock subscribed by him and the
said Lazarus herein set forth.
I Article VII-This charter may be changed
modified or amended or the corporation may
i be dissolved at a general meeting OF the
stockholders convened for the purpose, with
! the assent of two-thrds (2-3) Of the entr,
! capital stock whether present represented
= at such meeting, all as provided by Act 26i
> of the Legislature of the State of Louisiana
for the year 1914.
' Ten days QO) prior notice of such meetin.
\ shall be given in any daily English news
paper published in the city of New Orleans
In case of the dissolution termination o.
s this corporation either by liquidation of 1t!
= charter or from any other cause, the liquida
h tion of its affairs shall be conducted by thre,
r commissioners elected from the stockholder
at a meeting called for that purpose as abov,
a set forth.
:, Said commissioners shall remain in ofic,
d until the affairs of said corporation shall
d have been fully liquidated. In case of th
S death of one of said commissioners
the survivor or survivors shall continue Il
! | act.
Il Article NIII.-No stakeholder of this cor
= poration shall ever be held liable respon
e sible for the contracts or faults thereof, il
| any further sum than the unpaid balance
e due the company on the shares of stool
II subscribed for owned by him, nor shall
S any mere informality in organization hav
| the effect of rendering this charter null o
T: Of exposing a stockhOlder to any liability be
d yond the unpaid balance due the share
d owned by him.
Thus done and passed in my notarial of
u fee in the city OF New Orleans State 0
,, Louisiana, the day, month and year hereil
> first above written, in the presence of tn
4 competent witnesses whose here
:, unto subscribed together with said appear
u ers and me, notary, after due reading of til
- | whole.
: And the signers also declare that the,
u have affixed opposite their names the numbe
= Of shares respectively subscribed by then
;, and that they declare this to be their stock
:. Chas. T. Madison, s2l6 Pitt Street. Il
y shares, sll.pNOO; Joseph Brig, Mandeville
s. La, l49 shares, $4,000; f. NJ. Telle, 5+3
y Prytania ST. 30 shares, $4,000; II. i