The herald. [volume] (New Orleans, La.) 1905-1953, 1919-09-18
CHARTERS.

by the incumbent Board of Directors and
under the supervision OF two comms SIoners
appointed by the same AT such election
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 orga-
nize as soon after said election as possible
A majority OF the whole Board shall ConstI-
tute a quorum, and Directors absent or I'M
able to attend may authorize Directors pres.
ent to represent them by written proxy filed
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 al such meeting, Notwithstanding
anything in this charter or the law to the
contrary, but any mater or thing etiectng
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 soon
thereafter as practicable the Board OF Dlrec
tors shall elect president, and one or
more vice-presldents and a secretary and
treasurer, these last named officers need not
be stockholders. and the two offices may be
combined in one person by the Board OF Dl-
rectorS.
The Board OF Directors may establish by
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
tons OF the Board Of Directors during the
recess of said Board. save those herein re
served for the full Board. The Board of
Directors shall fill vacancies occurring 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 NI-This Charter may be
amended and the capital stock increased and
all of its stock expressed at a meeting called
tor that purpose or in any other way per.
mtted by law.
ARTICLE VII.-Ths corporation may be
dissolved with the consent of two-thIrds OF /
the issued and outstanding capital stock |
at a meeting called for that pur. !
pose, or IN any way permitted by law. Upon |
the dissolution of the corporation by limita- (
.ion or otherwise, the stockholders shall elect
from among their number IL /.
luidators, and fix the terms, conditions and /
other provisions regarding the liquidation, as
well as the compensation of the liquldators. /,
ARTICLE NIII.-No stakeholder shall ever
be held liable or responsible for the con.
racts or faults of this corporation in any
further sum than the unpaid balance due .
this corporation the shares owned by /
Inn, nor shall any mere informality in the /
organization have the effect of rendering
holder to any liability beyond any unpaid /
balance
ARTICLE IX-Wherever notice is re-
Iuired by law or by this chareter the same
nay be given in writing delivered in per
ton sent to the last known address as is
prescribed in Article of this charter, and .
wenty-four hours will be sufficient for all /
purposes except where otherwise prescribed .
)y law. Any and all notices required by law
II by this charter may be waived by un-
nimous consent of the Board of Directors
II the stockholders as the case may be. and
uch waiver shall be entered on the minutes
+ THE the meeting to which they apply.
Thus done and passed, in my notarial of
tee, IN the City OF New Orleans. on the
late aforesaid. in the presence OF Robt K
brown and II. o. Cook, competent wit
esses, who have hereunto signed their
ames with the said parties and thew have
ct out their addresses and the number of
hares held by them, and ne, Notary. after
eading of the whole
Witnesses: Robt. R. Brown. H. o. Cook
Original Signed A. J. Higgins. New
AIRY. La, by \. J. Higgins % shares; D.
Z. Johnston, New Orleans. La. 20 shares. Il
HENRY p. DART JR..
Notary Public
hereby certify the above and foregoing
D be a true and correct copy of the original
CT on file in my notarial records.
HENRY p. DART JR.
Notary Public
/, the Undersigned. Recorder of Mortgages.
n and for the Parish of Orleans. State of
ouisiana. do hereby certify that the above
nd foregoing Act of Incorporation of the
;, v johnston Company. Inc, was this day I
uily recorded in my office, in Book 125i.
olio 2l3
New Orleans, La, August 26. 1919.
(SigneD EMILE J. LEONARD. Dy. R.
Sept. 4Oct o