The St. Mary banner. (Franklin, Parish of St. Mary, La.) 1889-1931, 1918-06-22
ARTICLE Nv.
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ARTICLE
Capital Stock.
| The Capital Stock of this corporation is
hereby fixed at Seventv.five Thousand
S75, OOO. OO Dollars, divided into and rep.
resented by Fifteen Hundred CJOl shades
] of stock. Of the amount of Fifty $50 Dol.
lars each.
OF which amount Five Hundred (50O)
. shares or the total amount Of Twenty five
Thousand (f25.OOO.OO, Dollars has been
paid for in full and issued to the owners
| thereof.
| Treasury Stock.
The remaining One Thousand I 10000
shares belonging to the corporation, being
designated Treasury StOck.l to be issued
from time to time by the Board OF Direc.
| tors to such persons and in such amounts
as it may deem most advantageous to the
corporation; to he paid for In cash or other
valuable consideration, when issued.
never less than its actual value, as shown
by the books of the corporation, at the
date Of issuance and ut no time less than
its par value Of Fifty ($5C.00) Dollars per
share.
Transfer Of Stock.
II any stock shall be sold by its owner
/! to any one else, or presented to the officers
of the corporation for transfer. 1t shall
first be rendered by the holder thereof to
the Board Of Directors Of the corporation.
who shall have authority to purchase
same at its book or market value at that
date, to be considered as Treasury Stock
and to be sold by the Board of directors
in the same manner as herelnaEOvc pro-
vided for Treasury stock; provided that
II sail Board Of Directors fail within
period of one week, after said tender has
been made. to avail itself of its option to
purchase. then the owner thereof shall
lie at full liberty to sell same other than
- - 81 .s,v
transferred to such persons as he desiS-
nate.
No stock shall be transferred except Oh
the books of the corporation. ani the
person to whom the shares are 50 trans-
felrcd shall receipt for same.
On the death Of any stOckholder his le-
gal representative shall be entitled to as
ARTICLE
BOARD of Directors.
All the powers of this corporation shall
he vested in and exercised by Board Of
Directors, to he composed of not less than
three or more than ten stockholders, to be
elected annually On the third Wednesday
10 July IT each year. beginning on Wednes.
day, July 18th. 1918.
The stockholders before proceeding to
eject a Board OF Directors ut each annual
meeting. shall fix the number within the
limits above prescribed, q majority OF
whom shall constitute quorum. All
such elections shall be held by ballot and
conducted at the office of said corpor alton
under the supervisiOns Of three commits.
siOners to be appointed by the Board of
Directors.
Any vacancy occurring among the Di.
rectOrs, by death. resignation or other.
wise, shall be tiled by election for thu re-
mainder Of The term Of the remaining hi
re:tOrs. The failure to elect Directors
upon the date above specified shalt not
corporate management. but the Directors
then in office shall remain in Office until
their successors are elected and qualified.
The Board of Directors shall elect from |
among their number, President, q Vice. |
President, Secretary and Treasurer the |
Office of Secretary and Treasurer can be |
held by one and the same persor). The !
said Board may from time to time name |
and appoint all such other officers and |
agents as they may deem necessary for |
the purpose and business OF the COR.
poraiion. They shall have the power
to fix and define the powers and |
duties Of all other officers and emplo-
and all officers all hold Office and en-
pioyment at pleasure of the Board.
The Board may make and est ,blish. as
we'll rs alter and amend any AMI all by.
laws, rules and regulations necessary aud
proper in its judgment for the conduct,
support and management OF the business
and affairs OF said corporation. The Board
shall have full power and authority to
borrow and loan money. to execute or
receive mortgages and liens Ito issue
bonds, Eotes and other Obligations, to
ere ate scrvitudes and generally 10 do all
things reasonable. convenient and n%ces-
sary for the proper carrying on of the
n a l
rector in case Of his absence from the
Parish Of st. Mary or the State of Louis.
lana, shall have the power and authority
to appoint In writing stakeholder or any
member Of the Board of Directors, as his
proxy to sit in his lieu and stead at all
meetings OF the Board of Directors, and to
him ut such meetings as fully
as though he himself were present. Such
written proxies must be fled with the
Secretary OF the Company.
stockholders Meetings.
Stoe khOlder>' meetings for the election
Of directors shall be held annually as pro-.
vided in the charter. at Ike domicile of
me 70 !, olpora,'on. and notice thereof must
he delivered per; Onalls, or by deposiling
in the post Office properly addressed t.
each stakeholder. ut least fifteen DAYS
before such meeting. At least two DAYS
bef're said meeting. complete list of the
stockholders entitled 10 vote shall he
opened 70 inspection by the stockholders
1T the place Of said meeting. Other stock
holders meetings may be held when or
dered by the Board of Directors or the
noidefs OF twenty-five per cent Of the out.
stock. Notice of all stockholders
meetings other than adjourned meetings
.hall be given In the manner prescribed
[or stockholders meeting for the election
u directors. unless such notice ia waived
~ Unanimous consent. provided that no .
notice Is requi' cd when such meeting ia
ld1nurnet to given date.