The St. Mary banner. (Franklin, Parish of St. Mary, La.) 1889-1931, 1919-06-28


transferred to such persons as he may
designate.
No stock shall be transferred except
on the books Of the corporation, and the
person to whom shares are transferred
shall receipt for same.
On the death Of any stockholder, his
legal representative shall be entitled to
assume control of and transfer said
stock to name.
STOCKHOLDERS MEETING.
Stockholders meetings for election Of
Directors shall be held annually as pro-
vided in the charter, al the domiciie of
the corporation, and notice thereof
must be delivered personally or by de-
posting in the Post Office, properly ad-
dressed to each stakeholder at least
fifteen days before such meeting. At
least two days before said meeting. a
complete list of the stock holders entitled
to vote, shall be opened to inspection
by the stockholders at the place of said
meeting.
Other stockholders meetings NAV be
held when ordered by the Board of
Directors or the holders OF twenty per
cent of outstanding stock. Notice to all
stockholders meetings. other than ad-
jnurned meetings, shall be given in the
manner prescribed for stockholders
meetings for the election of Directors,
unless such notice he waived by unani-
nous consent, provided that no notice
is required when such meeting is ad
j ,urned to . given date.
At all meetings of stockholders, each
stakeholder shall be entitled to one vote,
to be cast in person or by proxy, upon
Nil questions of amending the act OF
corporation. increasing or decreasing
the capital stock, or dissolving the cor
poration; upon all other questions pre-
| senting themselves at any stockholders
meeting, each stakeholder shall be en-
titled to one vote for each share of
| stock held by him, to be cast in person
or by proxy, up to the amount OF ten
votes and no more, regardless of the
| number Of shares by him owned in ex-
cess of ten shares.
ARTICLE v.
BOARD OF DIRECTORS.
All the powers Of said corporation
| shall be vested in and exercised by q
| Board of Directors, to be composed of
not less than three nor more than nine
| l9) stockholders, to be elected annually,
On the first Monday in April of each
year, except the first Board appointed
in this charter, who shall hold their
| office until the first Monday in April.
1920. The stockholders before proceed
| ing to elect a Board of Directors at each
annual meeting. shall fix the number
thereof, within the limits above pre-
scribed, majority of whom shall con-
s.itu,e u quorum. All such elections
shall be held by ballot and conducted at
the Office of said corporation under the
supervision Of three commissioners, to
he appointed by the Board Of Directors.
ANY vacancy Occurring among the
Directors by death, resignation. or
otherwise. shall be filled By election for
the remainder of the tern by the re.
naming Directors. Failure TO eject
Directors upon the date above specified
shall Tot dissolve the corporation nor i'm
pair its corporate management, but the
Directors then ia Office shall remain
in Office until their successors are elect
ed aud qualified. The Board Of Direc.
tors shall elect from among their mum.
Der q President. Vice-President, q
Secretary aud Treasurer the Office of
Secretary and Treasurer Can be held by
one and tho same person.. The Board
may from time to time appoint all such
officers and agents as they may deem
necessary for the purpose aud business
Of the corporation. fney shall have
power 10 fig aad define the duties and
powers OF all other officers and en-
ployees, and ix the salaries OF same,
and all officers aud employees shall
hold office and employment at the plea
sure OF the Beard. The Board may
make and establish, Us well as alter and
amend any aud all bylaws, rules and
regulations necessary and proper in its
judgment for the conduct, support and
management of the business and affairs
of said corporation. The Board shall
| have full power and authority to borrow or
loan money, t. execute and receive
| mortgages and liens, to issue bonds,
notes and other obl,ga:i ms, To create
| seryitades and generally to do all things
! reasonable, convenient and necessary
! for the proper carrying on Of ths busi-
ness of the corporation. Every Direc-
tor in the case of his absence from the
| Parish of St. Mary, or State OF LOUISE
aua, shall have the power AID authority
| TO appoint, in writing, a stakeholder,
or any member of the Board Of Direct
ors, of the Company, MS his proxy, TO
sit in his lieu and stea at all meetings,
! of the Board OF Directors, aud to repre-
sent him al sucn meeting, Us fully as
though he himself were present. Such
proxies must be filed with the Secretary
Of the Company.
| ARTICLE vi.
LiQUIDATlON
Whenever this corporation may be dis
solved. either by limitation. Or any other
cause, lis affairs shall be liqnldaled by
three commissioners to be app tinted
trnn ara Ii u LII. stnck b 4, ilars nj r.unc-