The herald. [volume] (New Orleans, La.) 1905-1953, 1918-08-22
CHARTERS.

the corporation or merge the same into another
corporation, and to take in payment ri any
such sale or merger, cash, bonds, notes or
stock Of the purchasing or merging corpora
ton. or OF new corporation, created for the
purpose, without the necessity Of referring
either or any of said acts to the Stockholders
The Board OF Directors OF the corporation
shall be composed Of five stockholders The
existing Board Of Directors shall hold office
untlI ITS successors are elected and quail
fled On the second Monday Of January
1919. and annually thereafter. an election
shall be held by the stockholders Tor a Board
OF Directors Such election shall be proceed
ed by fifteen days written notice to the
stockholders, delivered in person or sent by
mail 10 the address given IN the current city
directory, unless the address OF such stock
holder shall have been registered with the
Secretary. The election shall be held a.
the office Of the corporation At such hour
as may be fixed by the incumbent Board OF
Directors and under the supervision OF one
1r more commissioners appointed BY the same
AT such election each StoCkhOder shall be
entitled to vote for each share Of the
capital stock held by him, and the five per
sons receiving the highest number Of votes
cast at said election shall be declared elect
ed, and the Board Of Directors thus elected
shall meet and organize as soon after said
whole Board shall constitute a quorum and
Directors absent or unable to attend may
authorize Directors present to represent them
by written proxy filed with the Secretary
exercise If present in person.
All routine business matters shall be de
cided by the majority vote OF the quorum
present At such meeting. but any matter or
thing affecting the general policy. property
or corporate rights OF the corporation shall
be adopted only by the vote Of the majority
Of Stock held by the individual members Of
the whole Board Of Directors. and proper
minute entries shall be made 70 show the
same.
At its first meeting after election the
Board Of Directors shall elect president
and one or more presidents. all Of whom
shall be stockholders, and secretary and
treasurer. who need not be stockholders, and
the latter office may be combined BY the
Board m one person.
The Board Of Directors may establish by
laws, rules and regulations for the govern.
ment Of the corporation and may also create
committees Tor the management OF the sew
eral departments OF its business incud ng
an Executive Committee Of not less than
three members Of the Board. which Committee
shall be empowered to exercise all the func-
lions Of the Board Of Directors during the
recess OF said Board, save those herein re-
served for the full Board
Vacancies in the Board OF Directors shall
be filled by the remaining members thereof
ARTICLE shall be amended 10 read as
follows:
ARTICLE The funds of this corporation
shall be deposited from time to time in a
bank or banks to be selected by the Board
Of Directors. All checks, notes or instru-
ments drawn or executed or issued in the
SAID corporations name shall be couhtersign-
ed by at least two officers OF the corpora
tI0n. No official shall thus sign or endorse
the name Of the corporation save stricy in
i concern.
The power and right to declare dividends
IS vested exclusively in the Board OF Di-
rectors who are specially authorized to re
tain the profits and earnings for the use of
the corporation in whole or in part, until
such time as in the judgment OF the said
board may be necessary by reason of the
financial needs and requirements OF the cor
poratlon. or the emergency Of the times
Such profits and earnings so withheld by
the corporation shall be considered part Of
the corporate funds until the necessity and
use OF the same shall have been terminated
by the action Of the Board declaring divi-
bends therefrom
ARTICLE shall be amended TO read as
follows:
ARTICLE 9.-This charter ,may be amend.
ed altered or modified, the capital stock
increased or decreased, at meeting Of the
stockholders duly called for that purpose
and IN such manner may be permitted by
acted
This corporation may be dissolved in the
manner provided by any law of Louisiana
now or hereafter enacted
Opon the termination Of the charter or
upon the dissolution of the corporation. its
affairs shall be liquidated in the manner
provided by law Of Louisiana now or here
after enacted.
That there shall be new article added
to the original charter, which article shall
be known as article IL, and which shall read
ARTICLE 12-Wherever notice is required
oy law or by this charter, the same may be
gwen IN writing delivered in person or
sent to the last known address as is pre-
scribed IN article of this charter, and
twenty-tour hours will be sufficient for all
purposes except otherwise prescribed by law
Any notices required by law or by this char
ler may be waived by unanimous consent
OF the Board of Directors or the stockholders
as the case may be, and such waiver shall
De entered on the minutes of the meeting
to which they apply.
Thus done and passed in my Notarial Of
tice. in the City of New Orleans, on the day
ana date Aforesaid. in the presence of VIII
liam herman Dart and Loui, J. Gelpi, com
petcnt witnesses, Of lawful age, residing in
tnls city: vino have hereunto signed their
names with the said parties, who have set
out their addresses and the number of shares
held BY them.
W o. Clark, IS shares. Biloxi, Miss; ].
H. Menge 100 shares, 2lS. Canal St, Mrs,
1871 Exposition Blvd; NJ. b. Griffin, per J.
r. Menge.. 80 shares, 1923 Carrollton Ave;
Mrs. Elizabeth Griffin, per J. II. Menge. =
spares S6 I+@I 0aTrollton Ave; Ant. p Barba.
80 shares, $3.50 Canal St; II. R. Macleod, %
shares, SOO4 Elm ST.. L. E, Blanchard, $
shares. SOIL Pamela ST. Mrs. Corinne II
blanchard, per L. f. blanchard. lOS shares,
SOli Pamela St. Total SO shares.
Witnesses William Herman Dart. Louis J.
Gelpi. =
HENRY P. DART,
Notary Public
!, the undersigned Recorder of Mortgages.
IN and TOR the Parish Of Orleans. State of
Louisiana. do hereby certify that the Act
OF Amendment of the Menge Marine Hard
ware & Supply Co, Inc. was this day re.
corded in my office. in Book 1922, Folio 27o
New Orleans, July %, 1918
tSigned) EMILE J. LEONARD. d R
l certify the above and foregoing amend
ment to charter TO be a true copy of the orr
gnal on file in my office.
HENRY p. DART.
Notary Public