The herald. [volume] (New Orleans, La.) 1905-1953, 1917-01-04

stock upon the books OF the corporation, an
airidavit as 10 the amount truly paid Tor the
stock and facts showing the entire bona /
ndes Of the transaction.
The shares Of stock Of this corporation
shall be transferable only upon the books
Of the corporation, and no transfer Of any
stock shall be binding, or have any effect,
upon the corporation, unless, and until, made
upon is books; and prior lien On all shares
II stock shall be retained by this corpora
zion on the stock Of any shareholder Tor any
Indebtedness. secured or unsecured, however
evidenced created, due al any time 10 the
corporation by the holder Of stock, and no
transfer Of stock shall be made IN contravea-
tIOn Of these conditions.
Article N-The corporate powers OF this
corporation shall be vested in, and exercised
by, a board Of directors, consisting Of three
stockholders, and TWO members u the board
shall constitute quorum Tor the transac-
The ars, board Of directors shall be con-
posed Of Alfred Henry Clement. Arthur
Methe and Louis Albert Morphy, whose post
Office addresses are those set opposite their
respective names in their subscriptions 70
/ the capital stock OF this corporation. Alfred
Henry Clement shall be president OF the
/ president, and Arthur Methe, the secretary
and treasurer, all OF whom shall serve until
/ the first annual election OF otlcers, as mere
/ matter set forth, or until their successors
The first annual meeting for the election
/ Of officers of the corporation, who shall be
| a president, vice-presIde1lt and seaStary
/ and treasurer, which last Office shall be com
/ bined in one person, shall be held on the
/ first Tuesday in February, 1918, and on the
I first Tuesday IN February OF each year
[ thereafter unless such day should pc non,
/ day, or half-hOlIday, when the meeting saa4l
be held on the next succeeding day, not d
holiday or halfholday. All such elections
shall be by ballot, and held under the super,
/ vision Of two commissioners, 10 be appointed
by the board of directors. For all elections
| OF directors by the stockholders, at least nj
teen days notice shall be given TO each
| stakeholder by written notice served per
| sonally on the stakeholder or mailed 20 him
at his last known place Of residence, as
shown by the books OF the corporation. Each
Of the corporation, shall be entitled TO cast
! one vote for each share of stock held by
| him in all cases in which stockholders may
vote, and such vote may be cast in person
or by proxy in writing, which shall be hled
with the secretary.
Immediately upon their election, the board
Of directors shall elect from their number
the officers of the corporation. A failure,
| however, TO hold an election OF any char
acter, called for by this charter, shall not
invaldate this charter affect the exist
ence Of the corporation, but the persons IN
Office shall so remain until an election IS
held and successors in office qualified. The
board of directors shall have authority at
any time to appoint an assistant SYST ssG6etary
are usually incident to such office. or the
board Of directo S may specifically dehne the
duties Of such rfice. Such assistant secre.
tary shall not however, be member OF
the board of directors, and need not be a
stakeholder Of the corporation.
All vacancies occurring on the board OF
directors between elections shall be filled
by the remaining directors for the unexplred
term of said board; and any director shall
be entitled to appoint by written proxy, to
be filed with the secretary, another director
1 or stakeholder to act for him as director,
when such director cannot himself act.
All employees Of the corporation shall hold
their positions subject to the pleasure OF the
, board Of directors
The board OF directors shall be entitled 70
! draft bylaws, rules and regulations for the
! corporation and the transfer OF stock, not in
; ter or any provisions OF law, provided the
stockholders themselves amend, modify or
change any bylaws regulating the stock
holders meetings.
by majority vote OF the stock present, or
| represented. al a meeting OF stockholders
before which such meeting the question OF
> removal can be legally presented, and re-
moval from the Office Of director shall, at
, the same time, terminate the tenure OF any
. other Office held by such director, together
with any emoluments thereof. Upon such
removal, the board OF directors shall be en-
titled to I'LL the vacancy, unless the stock
) holders should themselves elect 10 do so at
the time OF making the removal.
Article NI.-Nhenever this corporation
!. shall be dissolved whether by expiration OF
/. its charter, or otherwise, two !lquldalnE
! missiOners shall be elected by the sEare-
! holders 10 wind up the affairs OF the corpora.
ton In the event of the death Of OF
! these lIquidatlnE commits sloners, or OF the
: inability Of one 10 act, I ne other shall! con-
: tInue in office alone, ucless the stockhold,
: ers shall see ht . >Icct successor to MI
the place Of the incapacitated. or deceased
, liqudator. The meeting TO elect such sue
: cessor shall be called in the same way pro,
vided for the meetings for the election OF
, directors of the corporation.
: Thus done and passed at my Office IN the
: city Of New Orleans, State of louisiana
on the day. month and year first above writ,
u Sidney Villere, males, over fourteen wears
of age, residing in this parish, competent wit
: nesses, who hereunto sign their names, with
: the appearers and me, notary public, aftei
= due reading Of the whole.
n Signed: Alfred H. Clement. 332 shares
4 P. o. address Covington, louisiana; Arthu
r Methe loo shares, P. o. Address 2626 Peu
!, iston Street, New Orleans, La; Louis. Al
i bert Morphy ? shares, p o. address L.
); [. & G. Building New Orleans, La.
e Witnesses: Theodore Roehl, Sidney Villere
5 W. MORGAN GURLEY, Not. Pub
II I, the undersigned recorder of mortgages
? in and for the parish Of Orleans, State o
II Louisiana, do hereby certify that the abov
IS and foregoing act of Incorporation of tn
II "Hildegard Shipping Company, Inc wa
this day duly recorded in my Office in bool
n l20l, folio 594.
9 New Orleans. Louisiana. Dec. 7, 1916.
: (Signed) EMILE j LEONARD, by. R.
= I certify the above and foregoing to be
;. true and correct copy Of the original Ac
! OF incorporation of "Hildegard Shipping Com
= pany, Inc" together with the certificate o
a the recorder Of mortgages thereto appended
n and on file in my notarial Office.
= w. MORGAN GURLEY, Not. Pub.
- Dec u p IS Jan II IS
=. AMENDMENT TO CHARTER
IL OF FORSCHLER MOTOR TRUCK MANU-
d FEATURING COMPANY, INC.