The herald., 1919-08-28
CHARTERS.

named shall serve as such for Il period
/ of not less than one year ana uhtli
/ succeeded by a board of directors VINO
! have been duly elected and qualified pro
| yidcd that Il failure to elect hoarH
| of directors shall not have the elect
! Of Jissolyinr this corporation, but tn"
! hoard in office shall continue until their
/ successors are elected and assume OF
| fee: likewise the officers elected >h'ii
| continue to hold office and Serv" uhiii
| their successors are elected and assume
office
! The board of directors above named
shall have the right to increase the mum
her of directors on giving days Hoi'"
| of the meeting for said purpose, ana
| which directors. If elected, Sha'l >'Ir'
| for the same period as prov I"L .,'I
| above board of directors, OF . II tl''i'H
INV a majority vote of directors herein
7 selected to serve. or until their success
sors are elected and qualify
Tho officers elected by the board of
directors shall serve for a year, or uH-
til their successors are duly ci'tted ana
0nalilird and shall consist OF PF'si-
dent, vice president anu Sc'i''"'' '''
urcr.
Tho following officers shall serve for
the ensuing year or until their su'ce>-
sors are elected and qualify: WIN. Johh-
son, president; X. y: LouShh'E' VIZ
president; y. j. ClcSi, secretary tF'aN-
y
meeting of the board of directors Shai
carry any proposition coming before II,
including the election OF oihctrS' ,H'
election of whom shall be held ahhuailN'
the board being given the rlEnt 10 ooI,,-
bine the position of secretary treasurer
, All stockholders MEETINGS shall be held
ar the domicile of the corporation hoArd
meetings may be held out OF the state.
In the event of vacancy III the oIh'e
of director his successor may be elect
ed by the board of directors.
Article VI-ThiS corporation may pur-
cha>p. hold and acquire stock IN "'A'[
corporations. and the capital SION oi
This corporation may be issued Tor tht
/ r,nitaI stock of other corporations WIN
>urh restrictions as provided by law II
may issue bonds, certificates Oh lhue"I-
rducss and other evidence of Indebtedness
and float. sell, pledge, or ehcum"er Inv
same as may be determined by the board
of directors.
,rticI. VII-This charter may be
amended. changed or altered by vote
of two thirds of all of its stock, present
or presented by written proxy; ana
whenever the board of directors Snan
deem it advisable that the corporation
shouId be dissolved, ii shall, Wlthlh Ten
days after the adoption of a resolution
TO that effect by majority of the whole
board, at any meeting called LOT Ih"'
purpOse of which meeting each ulr"t-
shall nave TtttlNtu thltN N''
tice. cause notice of the adoption OF
said resolution to be mailed TO eaCh
stakeholder, together with a notlce Oh
the meeting of stockholders to be held
at the office of the corporation 10 u1%J
action upon the resolution so adopted
nv the bard of directors. The meeting
shall be held Mt any hour fixed by the
said board between 10 a. m ana y. III.
on the day so appointed, the hlte'ins
NAV. by consent of the majority III IN
forest of the stockholders present, ne
adjourned from time to time, ana II ~
any such meeting, original or auJouIhe,n I
two thirds in interest OF all the stoch.
holders of the corporation vote thal Il
dissoIutiou take place a certified copy
of such resolution, signed by the pre-
siding officer and secretary OF the me-
ing Shall be filed in the ONCE OF tne
Secretary of State, together with list
of tbe names and residences of the dl-
rectCrs and officers. ccrtlhed 10 by the
president and secretary OF the corpoI"-
ton and if the Secretary OF state De
satisfied Herewith and shall issue Ger
/ t;fcata of nroppr compliance herewith
the CORPORATION shall stand dissolved ai!1
the board shall publish notice OF sdiu
dissolution not less than three tlheS III
a paper published in the farlSh ol VI
to wind up and adjust its aHalrS' pro-
yided that whenever all stockholderS con
sent in writing to dissolution, no meet
ing shall be necessary, Dut OH ming Hu, q
State and the Secretary of state ISSUES
his certificate to that effect, the corpor-
alton shall kind up its affairs IN the
same manner as if voted upon as mere
inbefore provided.
Tpon the dissolution of this corpora
ton, the stockholders shall elect from
their number two liquidators, VINO shall
furnish bond if required by % per cent
of its stockholders, with full power 10
settle the corporations affairs, collect
the outstanding debts, sell ana CONVEY
the property, pay its debts and clvlde
the remainder, if any, among the stock
holders. They may meet ana act uhuei
the bylaws of the corporation ana un-
der regulations to be made by them
they shall have the right power ana au-
, tboritv 10 sue for and recover the debts
and property of the corporation III tne
name of the corporation, ana may pe
sued by the same name, ana cltatloh may
be served upon any one OIL mem any anr
they shall be liable in solldo 10 an!
creditors or stockholders for moneys OF
the corporation coming into their MINUS
Said lduidators may be compelled TO
oualify as judicial liquidatorS upon ap-
plication to the court of any creditor or
stakeholder, and liQuidate its AFFAIRS uh-
der orders of court.
Article yIII-No stakeholder of this
nornoration shall ever be liable or respon-
sible for the contracts, faults or DEBTS
of the corporation or any of It's ulrec-
tors or officers, nor shall any informally
in organization have the effect of rem
dering this charter null, or of exposing
, the stakeholder to any liability, DeSohu
the unpaid balance due on shares oWheu
by them.
Article IX-The subscribers hereto de-
clare that they have subscribed 10 the
following number of shares of the capt.
tai stock of this corporation appearing
opposite their respective names hereto
subscribed.
Thus done and passed in my notarlal
office in the City of New orleans, LID
on the day, month and year hrst above
written, in the presence OF Danlel Nehu-
ling and ii. Brown, competent witnesses;
who have signed these present WIN salu
appearcrs, to gether with me, notary
after due reading of the whole.
Names of subscribers omitted.
Ethelred NJ. Stafford, Notary Public.
4 true copy from the original: Ethel
red NJ Stafford, Notary Public.
: l. the undersigned Recorder of Mort
cages in and for the parish OF orleans
State of Louisiana, do hereby certlII
that the act of incorporation of the MO
ton Picture Advertising, Inc, was TINS
day duly recorded in my office, IN DOOM
122S, folio 713.
New Orleans. July so, 1919.
| (Signed) Emile j. Leonard, by. Rec.
Aug7-Sept11
AMENDMENT TO CHARTER OF ToYE