The herald., 1919-10-16
CHARTER.
their number a President and a Vice Pres-
dent and General Manager, and a Secretary.

their number PRESIDENT and Nlce-PreSi
dent and General Manager, and Secretary.
! Treasurer.
The Board of Directors shall have the right
| al any time TO increase their number, not to
| exceed fifteen G5) and all additional mum.
beers and vacancies shall be filled by the re.
! naming Board OF Directors. The first Board
OF Directors shall consist Of John F. Hig
! gins, Jr., b. Simeon Titus, Samuel GluCk,
! Joseph Coin, and Allen X. Beary, all rest
dents of the City OF New Orleans, State OF
louisiana; James W. Smith, Sr. and James
! W. Smith, IT. residents of the city OF HouS.
ton, Texas, and A. s. Hammet, resident
Of the City of Memphis Tennessee; with the
said John 7. Higgins, Jr., as President, b.
! Simeon Titus. as Vice President and General
Manager, and James ". Smith, ST. as Sec,
/ retary-Treasurc-, who shall hold office until
/ their successors are elected and qualified.
after the first annual stockholders meeting
/ in 1921.
The annual meeting Of the stockholders for
! the election OF Directors. and such other
/ business as NAV come before il, shall be held
! year. beginning in 1921. All elections shall
/ be by ballot. The failure to elect shall not
vaca.c any office, and all officers shall hold
/ over until Their successors are elected and
qualified All vacancies in the Board OF
/ Directors or Of officers shall be filled by the
remaining directors. With the written CON
! sent Of all the directors meeting Of the
Board OF Directors may be held outside OF
| the State of Louisiana, or within the State
elsewhere than at the corporations dOmicile.
Directors may Re represented at any meeting
| Of the Board by written proxy. The Board
! OF Directors may, when it deems it necessary,
convene meetings of the stockholders.
ARTICLE NII.-Each stockholder shall.
at every meeting OF the stockholders, be en-
titled to one vote, IN person or by written
! proxy, for each share Of capital stock held
by him, or he may send his vote by letter.
the signature OF which must be acknowledged
before a notary public or other officer author
lied to take affidavits Shares of stock in
this corporation legally or equitably belong
ing to il shall not be voted, directly or in
directly. Noticey of stockholders meetings
shall be in writing and shall be delivered I,
each stakeholder, at least fifteen days before
the date OF such meeting by depositing such
notice in the post office, post prepaid, ad
dressed TO each stockholder to his last ad
dress which mrst be furnished to the Sec
rotary by such stakeholder, or such notice
may be delivered TO such stakeholder per
sonaIlv Meetings OF the stockholders NAV
be ordered by the Board of Directors and
must be called when requested in writing by
the holders OF twenty-five percent of the
outstanding stock.
ARTICLE NIII-No stockholder shall ever
be held liable responsible for the contracts
or faults of this corporation in any further
sum than in an amount equal to the un-
paid balance Gu the stock for which he has
subscribed, nor shall any mere informally in
organization have the effect of rending this
charter null expose any stakeholder TO
any liability other than as above provided
ARTICLE IX.-This charter may be alter
ed, amended or modified or the capital stock
increased or decreased, or the corporation
dissolved and its affairs liquidated by vote
of two-thirds OF all of its capital stock at
any special meeting called for any of such
purposes after notice to each stakeholder shall
have been given as provided in Article VII
of this charter. Provided, that the above
method Of dissolution is not exclusive, the
corporation reservng to itself the rights
which is hereby granted to be dissolved by
any of the methods provided in Section rs
of Act POI of the General Assembly of the
State OF Louisiana of 1914. Provided further,
that if the objects and purposes stated in
Article II of this charter to be amended,
or the capital stock of this corporation is
this charter, such amendments may not be
made except by the vote of three-fourths Of
all of the capital stock.
ARTICLE N.-Upon the dissolution, in any
manner, of this corporation the stockholders
shall elect more (to be determined by
them) stoc kholders as liquidators 10 liquid
ate its affairs and confer upon such liquid
ators such authority the law now invests
in such liquidators or modify it they may
deem desirable. In case of vacancy the re-
naming liquidator liquidators shall, by
election, fill such vacancy.
Thus done and passed in my office at the
City of New Orleans. on the day, month and
year her,in first before written, in the pre-
sence of Messrs David Rosenthal and NJ.
Simpson competent witnesses residing in this
City, wro, with said appearers and me, No
tary, sign these presents, after due reading of
the whole
Witnesses David Rosenthal NJ. Simpson
Original Signed Names of subscribers
omitted.
ALLAN R. BEARY,
Notary Public
I, the undersigned, Recorder of Mortgages
in ard for the Parish of Orleans, State of
Louisiana, do hereby certify that the above
and foregoing act of incorporation of the
Higgins Titus Smith Company, Inc, was this
day duly recorded in my office in Book 1921,
folio.
New Orleans. October I. 1919.
EMILE J. LEONARD, by, r.
A true copy.
ALLAN r. BEARY,
Notary Public.