The herald. [volume] (New Orleans, La.) 1905-1953, 1918-06-13

ure, an election shall be held as soon as
practicable after notice as provided in
Article vi of this charter.
| Any vacancies occurring on the Board
of Directors either from resignation, in
| ability to serve, or any other cause, SHALL
| be filled by the Board of Directors at its
next regular meeting after such vacancy
| shall have occurred.
| Said Board of Directors shall at its first
meeting as a complete Board elect from
their number a President, a First Vice
President and a Second Vice President
and it shall also elect Treasurer and
| Secretary who may or may not be men,
| bers of the Board. at the option of the
| Directors. The Offices of Secretary and
Treasurer and Vice-President may be COM
| Any of the Directors shall have the right
to appoint, by written instrument, anoth-
er stakeholder to act as his proxy and in
his stead at any and all meetings of the
| Board Of Directors.
| The said Board, or such officer as it
may designate, shall have the power to
fix and define the duties of every officer
/ and employe; and all officers and employ
ees shall hold office and employment at
the pleasure of said Board.
| General meetings of the stockholders
shall be held whenever ordered by the
fourth of the outstanding stock; and no
tice of the same shall be given as provided
in Article vi of this charter.
be held liable or responsible for the debts,
contracts or faults of this corporation !;
nor shall any mere informality in the or
ganiZatiOn have the effect of rendering
this charter NULL or of exposing any
shareholder to any liability whatever, be-
,yond any unpaid balance due on his stock,
nor shall the stock be subject to assess
lments.
Besides the annual meetings hereinabove
referred to, the stockholders shall hold
special or general meetings, whenever the
same shall be called by the President of
the corporation, but no stockholders meet
ing shall be held until after at least fif-
teen days written notice of such meeting
has been given personally, or been depos-
tied in the post Office at New Orleans,
La. properly addressed, to each share
holder at his last known address, as shown
by the books of the company; provided
that such notice and such delay may be
waived at any meeting at which every
Article VII.-If, at any time, in the
Judgment of the Board of Directors, il
shall be deemed advisable, or for the ben
eft of the corporation, that 1t be d1ssoiy-
ed, the Board, within ten days after the
adoption of a resolution to that effect, by
a majority of the whole board, at any
meeting called for that purpose, of which
meeting each Director shall have received
at least three days notice, shall cause no
tice of the adoption of such resolution tC
} be mailed to each stakeholder, together
with a notice of a meeting OF the stock
holders to be held at the office of the cor
poration, on a day named in said notice
to take action upon the resolution sc
adopted by the Board of Directors.
This meeting shall be held at any hour
fixed by said Board between the hours OF
ten O'Clock in the forenoon and thret
O'Clock in the afternoon of the day sc
named; and, on the day so appointed, tht
meeting may, by consent of the majority
in interest of the stockholders present, b'
adjourned from time to time, and If, a
any meeting. original or adjourned, two
thirds in interest of all the stakeholder:
of the corporation shall vote that disso
luton take place, a certified copy OF sucf
resolution, signed by the presiding Officer
and secretary of the meeting, shall be filed
in the office of the Secretary of state, witt
! | a list of the names and residences Of the
Directors and officers, certified to by thu
president and secretary OF the corporation
!, Thereupon, the Secretary of State, wheI
satisfied by due proof that the require
ments aforesaid have been complied with
shall issue a certificate that the foregoing
/. documents have been filed; and the cor
. poratiOn shall then stand dissolved, anC
, the Board shall publish a notice Of saiC
dissolution not less than three times in
. paper published in the parish of the cor
. poratiOn's domicile, and the corporation
shall proceed to settle up and adjust it
! business and affairs:
Provided that whenever all the stock
, holders of the corporation shall consent
7 in writing, to such dissolution, no meetin,
II or notice thereof shall be necessary; bu
. on filing such consent in the office of tn
Secretary of State, he shall forthwith is
: sue his certificate. and thereupon the mat
ter shall be proceeded with as, IL the dis
| solution had taken place at a meeting call
ed for the purpose.
3 Article VIII.5This charter may be mod
. fled, changed or altered, with the assen
| Of stockholders owning two-thirds Of tn