The herald., 1917-03-22

A-..... II.."Il- capita. stock D. ta.- r1.-
ar,..., .as.t', .Nei At .ar ,lm a: r.sl.E
.:'. % 81. rl~i-ri -an-~, "t g.. 3a- value Of:
,~- rsa I-ri ip.lr> each, che same beng
d. .'1..'" ,.'gs and I'M. PAD 1"l ". ..
-'.'- Dr.. N.' ,,f4.., ,..J a.. may
i..-,- $50, .n9O1I. NJ sale or transfer OF;
-.r,a shah n. recognized 10y 1r De Nri.--
Hp.n 'H'~ corporation un.e,, 'hc SAID stock
-.t. ravr bee. .-~t offered t'- sale 20 the
,...nl..irr, ~ record Al the time ot s-lr
a..r-. winch offer shall he made 3D. the bDl-i
ID. directors for the use and benefit o: such
--'-khp.ler-, a"t upon any such oHrr any
,,,.nl1.ir- >ha. have the RICH. % purchase
.ls same i 80 offered, Ou; II The and price
5 not agreed ., then at 4 price and value
''- The same % be aScer;aIned and deter
mined by the monthly trial balance OF the
! corporation. compared with the last annual
NJ ,emi-annua. inventory and Statement
made before the date 81 such offer, and each
N,'ckLDls-- Of record shall be entitled 70
! purchase The s.pck 50 offered IN proportion
| % the holding Of such stockholder d: the
! .ruc OF such offer. Should no such purchase
BE made and should the price not be paid
notice aforesaid by the board Of directors,
| he stock may be sold At the Will Of the
owner thereof
Article 1V.-"Au the corporate power shall
| We vested in and exercised by a board OF
| four directors. 70 be elected annually on
| the second Tuesday OF January OF each year
at the office Of the corporation. All such
kr.ectionS shall be by ballot under the su-
aperviSion Of two stockholders 10 be ap-
pointed FOR that purpose by the board Of
! directors and ten days prior notice Of such
election and Of every meeting OF stOCkh0ld-
ers shall be mailed by the secretary OF the
| corporation to the last address furnished 70
! It by each stockhoder. Each share of stock
! shall be entitled 70 one vote, TO be cast in
person or by proxy, and a majority OF the
votes cast shall decide the election The
1 fail N oil he JaNy
| Or at any election shall be followed by an
| other election 10 be held after ten days no
;ce mailed as aforesaid, and the board in
| ONCE shall continue until its successor shall
| be elected and qualified.
Vacancies on the board OF directors shall
| be filled by the remaining members OF the
| board and said board shall serve until its
! successor Is elected and qualified. Two d.
reCtOrs shall constitute a quorum for all pur-
poses
The Board of Directors may be increased
| 20 five by resolution adopted at any annual
election and in case of such increase, three
| shall constitute quorum for all purposes.
The board OF directors may sell the prop
| erty and business of the corporation in whole
pr in part and fix and receive the price
| therefor, and may receive stock in other
corporations in payment therefor; I may
| purchase the stock and business of any
| other corporation or individual and pay for
vided that this power shall not be exercised
unless at leas: three members OF the board
are present a: the meeting at which such
| action is authorized.
| Article V.-"The officers of this corpora
ton shall be a president, vice president, a
| secretary and a treasurer The board OF
| directors in office al the time of the adoption
| Of this amendment shall proceed Immediately
| TO elect the foregoing officers, who shall
| serve until their successors are elected and
| qualified. and it shall be the duty OF the
| board Of directors elected at the annual
| meeting 10 elect officers Should they fail
| ? A., he hen ,bep+ Sha all
| to hold office until their successors are elect
| ed and qualified.
! All officers of the corporation shall hold
| office at the will Of the stockholders. who
same or to either OF the offers.
| Article Nl.-"The board OF directors of this
corporation IN office at the time of the. adoP'
| Dwyer, Miss f. q. Dryer, George Bagnetto
and Eugene Ray.
Article VII.--"This corporation may be
dissolved and its affairs liquidated in the
| Article VIII.-"No stockhoder shall ever
be held liable or responsible for the debts
| contracts, obligations OF faults Of the cor
poration in any further sum than the unpaid
balance due the company on the shares OF
| stock owned by him; nor shall any infor
mality in organization have the effect Of
rendering this charter null or of exposing
me Siockholder 70 any liability beyond the
unpaid balance aforesaid.
! Article lN.-"Any and all notices and de
lays prescribed by this charter or any law
governing the subject matter Of corporations
may be waived by unanimous consent ex
pressed in writing and entered upon the
minutes Of the meeting at which said con
! sent is given"
| Thu, done and passed in my office, at the
| city OF New Orleans, on the day, month and
| year herein first above written, in the pres.
ence of Messrs. Henry p. Dart and Leo l.
| Dubourg, competent witnesses, who here
unto sign their names with the said ap-
| pearers and me, notary, after reading OF
| the whole
| Signed: William H. Dwyer Arnold J.
! EdmundS. Witnesses: Henry p. Dart, Leo
! L. Dubourg.
! |. the undersigned recorder of mortgages,
! in and for the parish Of Orleans, State OF
| Louisiana. do hereby certify that the act
! u amendment to the charter of the Dwyer
| Bros. Co.. Ltd, was this day duly recorded
| IN my office in book 1906, folio $500. New
| Orleans, Feb. 1917.
(Signed) EMILE J. LEONARD. Dy. R.
| tSigned) HENRY F. DART TR
Notary Public
| true copy.
HENRY p. DART. JR., Notary Public
Feb p march | 8 IS p y