The herald. [volume] (New Orleans, La.) 1905-1953, 1919-10-09
CHARTERS.

by the incumbent Board of Directors and
under the supervision of two comm sioneTs
appointed by the same. AT such eiectioh
each stakeholder shall be entitled TO one
vote for each share of the capital stock held
by him, and the persons receiving the high-
est number of votes cast at SAID election
shall be declared elected and the Board OF
Directors thus elected shall meet and orgd-
nize as soon after said election as possible.
A majority of the whole Board shall constr
tute a quorum, and Directors absent or un-
able to attend may authorize Directors pres.
ent to represent them by written proxy tiled
with the Secretary and with all the powers
such absentees could exercise II present IN
person.
All routine business matters shall be de
cided by the majority vote OF the quorum
present at such meeting, notwithstandi n ns
anything in this charter the law to the
contrary, but any mater or thing eftectlng
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 Dlrec-
tors shall elect president, and one or
more vice presidents and a secretary and
treasurer, these last named officers need not
be stockholders. and the two offices may DC
combined in one person by the Board of Dl-
reCtOrs
laws, rules and regulations for the govern
ment OF the corporation, and may also create
committees for the management of the sew
eral departments OF its business including an
Executive Committee of not less than three
members of the Board which Committee
shall be empowered to exercise all the func-
tons of the Board OF Directors during the
recess of said Board those herein re-
served for the full Board. The Board OF
Directors shall fill vacancies occurring in
bod, Irrrs1 he Ter her o.
OF the Board of Directors may be held at
such times shall be set by the Board
itself, at the call of the president and at
the request of any two stockholders.
ARTICLE NI-Ths Charter may be
amended and the capital stock increased and
decreased with the consent OF two-thrds OF
all of its stock expressed at meeting called
for that purpose or in any other way per
mitted by law.
ARTICLE VII-This corporation may be
dissolved with the consent of two-thrds OF
the issued and outstanding capital stock
expressed at meeting called for that pur'
pose, or in any way permitted by law. Upon
the dissolution of the corporation by limita
ton or otherwise, the stockholders shall elect
from among their number one or more IL
quidators, and fix the terms, conditions and
other provisions regarding the liquidation, al
well as the compensation OF the lIquidators.
ARTICLE VIII.-No stakeholder shall evei
be held liable or responsible for the con
tracts or faults of this corporation in any
further sum than the unpaid balance due
this corporation on the shares owned by
him, nor shall any mere informality in the
organization have the effect of rendering
this charter null Of exposing the stock
holder to any liability beyond any unpaid
balance.
ARTICLE IX-Wherever notice is re-
quired by law or by this character the same
may be given in writing delivered in per.
son or sent to the last known address las Is
prescribed in Article V of this charter, and
tweuty-four hours will be sufficient for al
purposes except where otherwise prescribed
by law. Any and all notices required by law
or by this charter may be waived by un
animous consent of the Board of Directors
or the stockholders as the case may be, and
such waiver shall be entered the minutes
of the meeting 10 which they apply.
Thus done and passed. in my notarial of
tice, in the City OF New Orleans. on the
date aforesaid. in the presence of Robt. R
Brown and II. o. Cook, competent wit
nesses, who have hereunto signed thei,
names, with the said parties. and they have
set out their addresses and the number o.
shares held by them and me, Notary, after
reading of the whole
Witnesses: Robt. R.. Brown: H. o. Cook
Original Signed A, J. Higgins. New
Nary, La. by A. J. Higgins. % shares: D
V. Johnston. New Orleans. La. 40 shares.
HENRY P. DART, JR.,
Notary Public.
hereby certify the above and foregoing
TO be a true and correct copy of the origina
| act file in my notarial records.
HENRY P. DART, JR..
Notary Public.
I, the undersigned Recorder of Mortgages
in and for the Parish of Orleans, State o
Louisiana, do hereby certify that the abovt
| and foregoing Act of Incorporation of thu
D. V. Johnston Company. Inc, was this da,
duly recorded in my office, in Book 1881
| Folio 2l3.
| New Orleans, La, August d. 1919.
(Signed) EMILE J. LEONARD, by. r
| Sept. +Oct. 9.