The herald., 1917-11-22
CHARTERS.

ration shall be vested in and exercised by
board Of not less than three 90, and not
more than nine 90 directors, each of whom
shall have IN his own name at least FIVE
~ shares OF stock. Said board Of directors
shall be elected annually on the first Mon
day OF October OF each year. the first cleo
non to be held in the year of 1918, pro.
vided that within the limits fixed by this
charter the duly elected board Of directors
may, at any time, by a threefourths vote
d the entire existing directorate, increase
The number OF directors and I'LL the vacancy
OF vacancies thus created. All such cleo
tons shall be by ballot at the Office of the
corporation, under the supervision of three
~ commissioners TO be appointed by the
board Of directors, and in the absence of any
commissioner the president shall have the
power to fill the place by appointment; and
OF all such elections, well as all meet
ings OF stockholders, except when otherwise
required by law, fifteen days notice shall
be gwen, either personally or by depositing
IN the post ONCE, properly addressed 70 each
common stakeholder, such notice being ad.
dressed to the stockholders last designated
address, or at the General Delivery at New
Orleans, Louisiana, If he has not designated
an address and announcing the time and
place OF the meeting. Each common snare
holder, and in those cases in which pre-
ierred shareholders are entitled to vote, each
preferred shareholder shall be entitled 20
one ~ vote for each share of stock stand
ing IN his name the books of the COM
pany, said vote 10 be cast in person or by
proxy, and the majority OF the votes cast
shall elect. The board Of directors shall
have power TO I'LL all vacancies which may
occur on the board. Failure TO elect the
board of directors on the day above speci.
ned shall not dissolve the corporation, but
the directors then in Office shall remain
IN office until their successors are elected
Due notice of election shall forthwith be
given, as above provided, and such notice
Of election shall be continued to be given
until election is held. The board Of
directors at their first meeting following
each annual election shall, out of their num-
dents, and they shall likewise elect, but
not necessarily from their number, a secre.
tary, a treasurer, and such other officers as
the board Of directors shall deem necessary.
The board shall have power in its discre-
ton, to unite two more Offices, and the
same to confer upon one person, and shall
have the power 10 fix the salaries of all
officers. The board OF directors shall have
power TO make and establish, as we'll as
alter and amend, all bylaws, rules and
port and management Of the business and
AFFAIRS OF said corporation, and not incon-
sIstent with its charter. Said board shall
also have full power and authority TO Dor
row money through the president or some
other duly authorized agent or agents, TO
execute notes other obligations in such
amount and on such terms as in their judg-
ment may be advantageous; and generally
" 10 d4I Things reasonably necessary Tor the
proper carrying on of the business of the
corporation; also TO issue and deliver full
paid shares of stock or obligations of said
corporation in payment of money borrowed
tabor, or services, or property, or rights ac-
tually received by said corporation as here
tctore set forth; and shall have power 10 do
all such acts and things as may be neces-
ssry TO carry out the objects and purposes
for which this corporation is organized
The majority of the existing board shall
1Ftnr 60 .ha (
any business at any meeting of the board
of directors. Any director absent from the
meeting may be represented by any other
director, who may cast the vote Of the said
absent director, according to the written IN
structions of said absent director.
The board of directors shall have the
power, by unanimous vote of the board Of
directors, to sell, or lease, or pledge any
ana az OF the property, movable and i'm
movable belonging to the corporation or
TO receive in exchange therefor money, or
stocks, or bonds or other obligations of any
corporation without referring to the share
holders for the power to do so, and they
may also purchase for stock or for cash
for any of the purposes of the corporation
without authority of the shareholders.
Until the next general meeting to be held
under this charter on the first Monday of
successors are elected and installed, the
board of directors shall be composed Of
Michael A. Baccich, 1887 Gentilly Boule-
yard, New Orleans, Louisiana; Edward E.
louisiana; Roch E. E. de MontIuzin s5s;
Gentilly Boulevard, New Orleans, Louis;-
ana; Frederic Wilbert, Plaquemine, Lou
isiana; Hughes ]. de la Vergne, 1891 ST.
Charles Avenue; with Roch E. E. De Mont
luzin as President, Frederic Wilbert as vice
president, Hughes ]. de la Vergne as vice
president, and Michael A. Baccich as secre.
t1ry and treasurer
Article W.-Whenever this corporation
shall be dissolved. from any. cause, its af
holders to be appointed at. general meet.
ing of stockholders convened for the pur-
pose of liquidation, as hereinafter provided,
each share of common stock being entitled
to one ID vote to be cast BY, the holder,
either IN person or by proxy. Said commits
sioners shall remain in Office until the az
fairs of said corporation shall be fully set
tied and liquidated, and they shall have
full power and authority to transfer and
give title to all the property and assets of
ceeds In case of death, disability, or res
ignation OF one or more commissioner or
commissioners, the vacancy shall be filled
by the surviving commissioner or commits
soners.
Article Widths act of Incorporation may
be modified, changed or altered, or this cor
poration may be dissolved with the con-
sent of two-thirds of all of its common
stock, represented at general meeting of
the stockholders convened for such pur-
poses, after previous notice shall have been
given in more daily newspapers pub
lished in the Parish of Orleans, State of
louisiana, once week during thirty days
preceding such meeting, and upon the date
Of such meeting, and by notice mailed at
least fifteen days prior TO such meeting to
each stakeholder who appears as such on
the books of the company, to the post-office
address designated by him; and in case of
failure to designate an address, to the Gen.
eral Delivery, City of New Orleans. Any
change which may be proposed or made in
reference to the capital stock of said cor
poration shall be made in accordance with
the laws of the State of louisiana, on the
subject of the matter of altering the amount
of stock of said corporation. II may be
increased or diminished upon compliance
Herewith. The said stock may be increased
to maximum of twenty FIVE hundred (25OO)
shares of preferred stock of a par value of
one hundred dollars $4,000, and a maxi
mum of five thousand 5000 shares Of COM
mon stock of a par value of one hundred
dollars $4,000 per share.
No stakeholder shall ever be held liable
or responsible for the contracts or faults of
the unpaid balance due on shares of stock
owned by him. nor shall any mere infor-
mality in organization have the power OF
rendering this charter null, or of exposing
any stakeholder to any liability beyond the
amount due on his stock.
Article VIII-There is annexed hereto an
accurate, detailed and itemized description
of certain property, being a certain privi.
lege, permit or franchiseto operate a Gem.
etery in the City of New Orleans, and
certain real estate which is to be conveyed
to this corporation in payment of certain
subscriptions for a total of one hundred
thousand dollars (Sl00,OOOO0) par value OF
Y