The herald. [volume] (New Orleans, La.) 1905-1953, 1918-05-30

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 Second Vice President
and 1t shall also elect a Treasurer and a
Secretary who may or may not be mem
bers of the Board, at the option of the
Directors. The offices of Secretary and
Treasurer and Nice-President may be COM
bined in one person.
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 il
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
Board of Directors or the holders of one
fourth of the outstanding stock; and no
tice of the same shall be given as provided
in Article vi of this charter.
Article VINO stakeholder shall ever
be held liable or responsible for the debts,
contracts or faults of this corporation I;
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
ments.
Besides the annual meetings hereinabove
referred to, the stockholders shall hold
special or general meetings, whenever the
gnWr hall h lid l.. II \
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
stakeholder shall be present or represented.
Article Wifi, at any time, in the
judgment of the Board of Directors, it
shall be deemed advisable, or for the ben
eft of the corporation, that it be dissOlv-
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 to
be mailed to each stakeholder, together
with a notice of meeting of the stock
nOI0erS 10 De nel0 at the ONCE OF tne cor
poration, on a day named in said notice,
to take action upon the resolution so
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 three
O'Clock in the afternoon of the day so
named; and, on the day so appointed, the
meeting may. by consent of the majority
in interest of the stockholders present, be
adjourned from time to time, and if, at
any meeting, original or adjourned, two
thirds in interest of all the stockholders
of the corporation shall vote that a disso-
luton take place n certified copy of such
resolution, signed by the presiding officer
and secretary of the meeting, shall be filed
in the Office of the Secretary of State. with
q list of the names and residences of the
Directors and officers, certified to by the
president and secretary of the corporation.
Thereupon, the Secretary of State, when
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, and
the Board shall publish a notice of said
dissolution not less than three times in a
paper published in the parish of the cor
poration's domicile. and the corporation
shall proceed to settle up and adjust its
business and affairs
Provided that whenever all the stock
holders of the corporation shall consent,
in writing, to such dissolution, no meeting
or notice thereof shall be necessary; but
on filing such consent in the office of the
Secretary Of State, he shall forthwith is
sue his cert3hcate, and thereupOn the mat
ter shall be proceeded with as IL the dis
solution had taken place at meeting call
ed for the purpose.
Article vIII!This charter may be mod
fled, changed or altered, with the assent
Of stockholders owning two-thirds of the