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

specially made; and all stock shall be
| held in accordance with and subject to
the provisions thereof. Notice of the pro,
visions of this article shall he printed
upon the face of each certificate issued
/ by the corporation. and all transfers
! pledges, hypOthecations or other encum-
branceS of said stock shall be subject
to the provisions thereof.
! ARTICLE V.-All the corporate powers
/ of this corporation shall be vested i'll and
/ exercised by ii Board of Directors com
! posed of four directors three of whom
/ shall constitute quorum for the tran
/ SactiOn of business. The said Board snail
be elected annually at stockholders
meeting on the first Monday of October
of each year after the date hereof, the
first election to be held in 1920. For all
meetings, notice shall be given to stock
holders by mail addressed to each stock
holder mt least fifteen days before the date
of meeting. Each holder of stock shall
be entitled to one vote for each share of
stock standing in his name on The books
of the company, said vote to be east III
person or by proxy, and majority OF
the votes east shall elect, provided, that
such votes shall be in accordance with
the provisions of the agreement between
the incOrpOTatOrS hereof, dated August
9TH. 1919. Il copy of which is deposited with
the Notary passing this Act of ln"OrpOra-
ton under even date herewith. Failure to
elect directors on the day above specified
shall not dissolve the corporation, but
the directors then in office shall remain
in office until their successors are elected
and qualified. The Board of Directors
shall elect from their number. in accOr-
dance with the agreement aforesaid, y
President. vicc-Pre>ident Secretary and
Treasurer. The offices of President and
Treasurer may be held by the same per
SON and the offices of Vice President and
Secretary may be held by the same per
son. The first Board of Directors shall
be composed of: $. Alfred Levy, i. o.
address SSH St Charles Ave, New Orleans.
La, Clarence IL. Fox, 3Sl1 st. Charles
Ave. New Orleans. La. Ridgely Noise
1909 Octavia st. New Orleans, La, II. l..
Bloch. I03 Front St. New York,
y. Y. of the foregoing. 5. Alfred
Levy shall be President and Treas
urer and Clarence IL. Fox shall
be VicePreSident and Secretary. The
number of directors shall not be increased
or decreased except by unanimous CON
sent of all stockholders. Any direct
shall be removable, with or without
cause. at any time, upon the vote of not
less than twO-thirdS of the outstanding
capital stock of the company, at special
meeting called for LSuch purpose. Any
vacancies occurring on the Board of Direct
OrS shall be filled mt a special meeting of
the stockholders called for that purpose.
Special meetings of stockholders may be
called by the Board of Directors at any
time. and must be called upon the written
ing fOrty-twO and One-half (42-1-2 per
cent of the outstanding capital stock. or
more. The Board OF Directors shall have
authority to make and establish, as well
as alter and amend. all bylaws, rules and
regulations necessary and proper for the
support and management OF the business
and affairs of the corporation and not in
consistent with this charter or with the
special agreement of the inCorporatOrs
hereinabOye referred to.
ton may changed. modified or amended
only by unanimous vote of all the stock
holders, mt a meeting convened for such
purpose after previous notice shall have
been given in the manner above provided.
ARTICLE VII.-If this corporation
shall be dissolved. its affairs shall he
liquidated to two (2) commissioners. to be
appointed at a meeting of stockholders con-
vened for the purpose of liquidation, af-
ter due notice and to be elected by the
vote of all the stockholders: provided.
that two of such liquidatOrs shall be the
two largest stockholders in the Com
pany and that a majority of such liquida-
tors shall control in the event of any dis
agreement among them. Said liquidatOrS
shall remain in office until the affairs
of the corporation shall have been fully
settled and liquidated, and they shall
have full power and authority to transfer
and give title to all the property and assets
of the corporation and to distribute the
proceeds.
ARTICLE VIII.-No stakeholder shall
ever be held liable or responsible for the
contracts or faults of said corporation
in any further sum than the unpaid bal
ance. if any. due on the shares of stock
owned by him, nor shall any mere inform
atty in organization or the invalidity of
any provision hereof have the effect of
rendering this charter null or of expos
ing any stakeholder to any liability be-
yond the amount due on his stock.
In order that this charter may serve
as the original subscription list the sub
Scribers hereto have indicated opposite
their respective signatures the number of
shares of stock subscribed for by each
of them, all subscriptions being payable
in cash at the execution hereof
Thus done and PASSED at my office. at
New Orleans, Louisiana, on the day. month
and year herein first above written, in
the presence of r. L. Burbank and VIM
l.. Nugent. competent witnesses, who have
hereuntO subscribed their names together
with me, Notary, aud said appears, after
due reading of the whole.
Witnesses, X. Y. Burbank, VIM l..
Nugent.
WATTS K. LEvERICH.
Notary Public.
/. the undersigned Recorder of Mort
cages, in and for the Parish of Orleans,
State of Louisiana. do hereby certify that
ton of s. \. Levy Co.. Inc, was this day
duly recorded in my office in Book 1881,
Folio --.
New Orleans. September 1919.
(Signed) EMILE J. LEONARD, by. r.
a true Copy.
WATTS K. LEvERICH.
Notary Public.
Sep. 11-Oct 16