The herald. [volume] (New Orleans, La.) 1905-1953, 1919-05-15
CHARTER

and until their successors are elected and
! qualified. On the last Tuesday OF January
| 1920 and annually thereafter, an election
| shall be held by the stockholders for Boarc
| Of Directors. Such election shall be pre-
coded by fifteen days written notice to tht
stockholders, delivered in person or sent by
mail to the address given in the curren
| city directory, unless the address OF sucf
| stakeholder shall have been registered witt
the Secretary and in default OF either, cart
| of general delivery, New Orleans, La. The
election shall be held at the office of tht
| corporation at such hour as may be fixed by
| the incumbent Board of Directors and under
| the supervision of two commissioners ap
| pointed by the same. At such election eacf
| stockholdler shall be entitled to one vote 10
| each share of the capital stock held by him
| and the persons receiving the highest mum
| Der OF votes cast at said eelction shall be
| declared elected and the Board OF Directors
| thus elected shall meet and organize as soor
| after said election as possible. A majority
! of the whole Board shall constitute a quo
| rum, and Directors absent or unable to at
tend may authorize Directors present to rep
| resent them by written proxy filed with the
! Secretary and with all the powers such alb
sentees could exercise If present in person
All routine business matters shall be de
cided by the majority vote of the quorum
present al such meeting, notwithstanding any
thing in this charter the law to the
contrary, but any matter 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 en-
tries shall be made to show these facts. At
its first meeting after election or as soon
thereafter practicable, the Board OF Dl-
rectors shall elect president, and one or
more Independents and secretary and
treasurer. these last named officers need not
he hpl
be combined in person by the Board Of
Directors.
The Board of Directors may establish
bylaws, rules and regulations for the gov
eminent of the corporation, and may also
create committees for the management of
the several departments Of its business in
Guiding an Executive Committee of not less
than three members of the Board, which
Committee shall be empowered to exercise
all the functions of the Board OF Directors
during the recess of said Board save those
herein reserved for the full Board. The
Board of Directors shall fill vacancies occur
ring in this body during the term thereof.
Meetings Of the Board Of Directors may be
held at such times as shall be set by the
Board itself or at the call of the President
and at the request of any two stockholders.
ARTICLE VII.-No power of attorney in
the name of the corporation shall be given
to anyone unless approved by the Board OF
Directors and then only for specific purposes
ana Tor 4 limited time, WHICH may OS cN-
tended by the Board of Directors at its plea
sure Such powers of attorney shall be
copied in full in the minutes of the meeting
in which it was adopted. The provisions OF
this article shall not apply to powers of
attorney or other authority given for the
routine purposes of the corporation, such as
Custom House entries.
ARTICLE NIII.-This charter may be
amended, altered or modified, or the capital
stock increased or decreased, or the Cor
poration dissolved at a meeting of the stock
holders duly called for that purpose, and in
such manner as may be permitted by the
laws of Louisiana, now or hereafter enacted
ARTICLE lX.-Upon the termination of
the charter upon the dissolution of the
corporation, its affairs shall be liqudated
in the manner provided by any law of Louis
lana, now or hereafter enacted.
ARTICLE Mo stakeholder shall ever
be held liable or responsible for the con.
tracts or faults of this corporation in any
further sum than the unpaid balance due to
this Corporation on the shares owned by
him, shall any mere informality in or
ganization have the effect of rendering this
charter null, or of exposing the stakeholder
to any liability beyond such unpaid balance
ARTICLE NI.-Wherever notice is re-
quired by law by this charter the same
may be given in writing delivered in person
or sent TO the last known address as is pre-
scribed in Article VI of this Charter, and
twenty-four hours will be sufficient for all
purposes except where otherwise prescribed
by law. Any and all notices required by
law or by this Charter may be waived by
unanimous consent of the Board of Directors
or the stockholders as the case may be, and
such waiver shall be entered on the minutes
of the meeting to which they apply.
Thus done and passed, in my notarial Of
flee, in the iCty of New Orleans. on the
date aforesaid. in the presence of Henry p.
Dart, and Benjamin w. Dart, competent
witnesses, who have hereunto signed their
names, with the said parties, and they have
set out their addresses and the number of
shares held by them, and me, Notary, after
reading of the whole.
Witnesses: Henry P. Dart, Benjamin w.
Dart.
Original SigneD Mente & Co, South
shares; E. w. Mente, by E. v. Benjamin.
Hotel Breton Hall. New York, 1880 shares
E. V. Benjamin, 553l St Charles Ave, New
Orleans, 1850 shares; i. c. Mente, care
Mente & Co., s. Peters and Robin Sts., New
Orleans, $50 shares, by E. v. Benjamin;
Leopold Goldsmith, by E. V. Benjamin, 230 w.
l0lst St, New York. $50 shares; Max Gold
smith, by E. V. Benjamin, Dallas, Tex, $50
shares; J. C. Werner, 9H S. Carrollton Ave,
$500 shares; Harold Danziger, care Mente &
in SITS, 80 shares; F. o. Reinecke, care Mente
& Co., per pro ]. c. Werner, s. Peters and
Robin Sts;. 100 shares; c; II; Hamilton, care
Mente Co, per pro J. c. Werner, S. Peters
dllu MUM otS., " SndICS, J. TOIsldll, care
Mente & Co., per pro ]. c. Werner. S. Peters
and Robin SITS, 30 shares; F. NJ. Repass,
care Mente & Co., per pro ]. c. Werner, S.
Peters and Robin SITS, 80 shares; VIM. NJ.
Younge. care Mente & Co., per pro ]. C..
Werner, s. Peters and Robin SITS, 20 shares
]. V. Titot, care Mente & Co.. per pro ].
c. Werner. S. Peters and Robin SITS, 20
shares I. T. Rhea, $50 So. Carrolton Ave,
New Orleans, $500 shares; James A. Rhea,
per pro I. T. Rhea, $50 So. Carrollton Ave,
New Orleans, 50 shares.
HENRY P. DART, JR..
Notary Public.
I, the undersigned, Recorder of Mortgages,
in and for the parish of Orleans, State of
Louisiana, do hereby certify that the above
and foregoing Act of Incorporation, of the
Mente & Co., Inc, was this day duly record
ed in my office, in Book 1881. Folio 2S
New Orleans. April 18th, 1919
(Signed EMILE J. LEONARD, by. R.
A true copy.
HENRY P. DART, JR.,
Notary Public.
Apr IL to May D.
CHARTER OF THE J0HNESS REALTY
CO., INC.