The herald. [volume] (New Orleans, La.) 1905-1953, 1918-11-28
CHARTERS
the Board OF Directors from time to tim
prescribed.

ARTICLE VL-Section l. All corporal
powers OF this corporation shall be vested il
and exercised by a Board Of Directors com
posed OF not more than fifteen Q5), nor les
than three 90, stockholders. A majorit
OF the directors, without regard TO the elias
from which they may have been chosen
shall constitute quorum for the transaction
OF business. Said directors may vote il
person or by proxy, written or telegraphed
| at any and all meetings of directors, regu
| lar or special, but director where acting
presiding officer otherwise shall be en-
titled on any question to more than on
vote. The Board Of Directors shall be elect
ed annually on the first Monday of Februar,
| OF each year after date hereof, and the frs
| election shall be held in February, 1920. Tn,
| first Board Of Directors shall be composed 0
three directors as follows: John A. Nally
a; ID. Rarstead and Chas. NJ. Johnston, witt
Nally and A. ID. Ranstead as Vice Presidents
! A. ID. Ranstead Secretary and John A
| Nally, as Treasurer. The aforesaid Director.
shall hold their office unril the first Monday
OF February, 1920. or until their successor.
are elected and qualified.
| Section ,. All elections of Directors shall
| be by ballot at the office of the CORPORA
ton under the supervision of the Board Of
1 Directors under such rules and regulations
| as the Board OF Directors may from time e
time Promulgate. Notice of meetings OF
st9ckhoiders regular or special except as
1 q
wise required by law shall consist of no.
uce sent in writing to each stockholder at
his last known address as it appears on the
DOCKS OF the corporation, fifteen days prior
70 the date OF the meeting. Failure TO des-
ignate address shall permit notice 70 he
sent TO such place as may BY the Board az
Directors he determined and TO be sent IN
General Delivery and shall constitute full
ana complete NOTICE Each stakeholder at the
annual or any other regular or special meet
ing shall be entitled to one vote for each
share OF stock owned and the vote of anv
stockholder at any meetings may be cast
oy written proxy. provided that if the stock
snail hereafter be classified the stocLboId
ers within its given class shall be restrict.
ed to voting for the number of Directors and
IN the manner permitted to stockholders Of
that class by the bylaws.
Section 3 Should vacancy occur !, the
BOARD OF Directors, same shall be filled Inv
me remaining Directors by the election for
tbe umeHSPirea term OF stakeholder having
the qualifications provided by the bylaws
Failure 10 elect directors on the date sneci
ned snail not dissolve the corporation br,
the directors shall remain in office untii
'heir successors are elected and qualified.
Section Z. The Board of Directors at their
iirst meeting following the annual election
s s eject from their number a President,
TWO wee. presidents, secretary and treas.
urer' The Board shall have the power 70
unite Two or more offices and the same 70
confer upon one person. The Board Of nj.
!ee:ors may elect, not necessarily from
- =. NUMBER .L, such other officers and agents
as to them seems advisable
Section 5. The Board of Directors is here.
by given all power to carry on the bus;ness
ana affairs OF the corporation, and 10 male
an rules and regulations not inconsistent with
the terms of this charter WIN
Section g. The Board of Directors ~.
hereby vested with power and authority 10
,i'ss rom among their number an Execu.
i've Committee of not less than three and NOT
more than five in their discretion and 10
Shange the members of said Cornmit,ee
from time 20 time provided the COMMITTEE
s si not be less than three nor more than
i've at any time. Such Committee nav
consist OF part officers and part directors -
OF all officers or of all directors. the nerson.
mel OF said committee being entirely IN H.
9plscretion OF the Board of Directors. The
a;,,no ~. III directors are hereby specifically
gwen tne power to delegate when thew are
not IN session from time to time TO the F1as
eutVe committee any and all powers which
!. possesses or might exercise, and 10 re-
r pTAe tne same from time to time al its
pressure, Wherever in this charter II ;s
provided that any act or power is vested -
tne Board OF Directors, such act or rov,a-
may be vested by the Board of M
S Ss,ap IN this Executive Committee
noTve- =. committee shall have the
pGwer 70 act as fully and completely and
I the same authority as the Road 80
directors themselves might act 70 "a Oh
rent to which said committee is ves.ed Iii
Directors. 'e BOARD OF
=, Section Section T. All notices provided for
whether to stockholders or directo-s ,,aa, |
ngs may be waived by the written or teIe.
-ector. OF d. ,
ARTICLE VII.-Section /. Whenever tbis
orPoration shall be dissolved or liouidated
dllIlLs snail be liquidated by three (5j
meeting called for that purpose.
y eiusted at any time on a vote of tvo.tb;rJs
u, 'ne outstanding stock voting to that eff,
ect In the event of the death of ~ !;
uidator, the surviving Iiouidators sb,iI IL
nc lght TO elect another, but pending such
IgSuon the surviving liquidators shall bsys
uLl right and authority to act in ali mat
AKiICLE VIII.-This act of incorporat;o,
nay be modified, altered or anendeJr =, III
hammer provided by law at anv 1nsa,;.. 'ilf
toekhoIders, whether the same be regy.
- meeting or special meeting after nTe
ious notice shall have been sent as be,e;n
oove provided (unless the same shall have
zen Waivedl, to the last known address ~
ach stakeholder at least fifteen dsvs ~.
.ne meeting and after publication ar
'dst once week for two weeks in a da;iv
eWspaper IN New Orleans Louisiana A.
-: VI ueCrease OF the capital stock az
US corporation, except as herein otherwise
,o'iueo' snail be made in accordance with
ie Id" governing such matters
ARTICLE 1X-No stakeholder shall h. I;
ole or responsible for the acts or,;.os
contracts OF the corporation or OF its o.
GERS IN any sum other than the ,,nns;J
alahce due on the shares of stock Owned
nlm' nor shall any mere informaIitv in |
Tganization have the effect OF rendsr;,a |
rs charter void or of exposing anv stocLs |
'iuer 10 any Liability in excess OF the
mount due on his stock; and in order tbat |
~ smarter may serve as the original s,,b ,
'ription list, the subscribers beIe.o - |
luicdted opposite their respective SIGNATURE
= each of them. ior
nus done and passed in nv office i, ~. :
ny OF New Orleans, La, in the presenre
James O'Shaughnessy and w r No.. /
,,Hpetent witnesses, residing in this citv 7
10 nave hereunto, signed their names with a
ia appearers and me, Notary, after dine | q
aiding OF the whole uNe +
original Signed Charles NJ. Jobnsto, v
1,quesne Club, Petersburg. Pa. 1900 shares, 7
nm A. Nally, o55 Guardian Bldg. Cleveland I
mo, SSOCo shares; Arthur ID. Ranstead No \
North Michigan Ave, Chicago. Illinois n
NV snares;. Witnesses: Jas O'Shauob |
,ssy, W. b. Moore. HENRY L. SARPY. 7
1, the undersigned Recorder of No-tgso.s .
tne Parish of Orleans, State Of Ionic I
na' do hereby certify that the above and !.
regoing Act of Incorporation OF Nor+bera
ares CITRUS and Realty Companv In ~. | q