The herald. [volume] (New Orleans, La.) 1905-1953, 1920-04-29
CHARTER.

| franchises transferred TO it, the valuation
| in each instance to he agreed TO ny ~
! Board of Directors, which Shall nav iuli
! md final noyypr 10 do so. Said capital !
! stock may be Increased TO inc sum VI
| three million Il OO/lUO (S3WOWOOOD uol-
! Lars in the manner provided lot bN 'h'
| laws of this State. Whenever an lh'I'AH'
! of said capital stack shall nave De'h au
/ thorizcd thirty days written OF pLtiiH,r"
| notice thereof shall be given by puma
ton in one Of the daily new sP'P'iS ~
| lishrd in the city of New Orleans WIhlh
| which time persons holding stOch III iI.IN
! CORPORATION shall have the rlSht 10 sue
| scribe for said increased STOCK III pIop"l
! ton to the number of shares OF s,u'H
| tbru held by them. and which addltlohal
! shares shall lac paid for as the boari VI
| directors may direct Nt"r me 49, IL
! ton of said time the Board OF lHT'''pIS
| MAY diSpu>r of the shares not tak'l. Ioi
th,. benefit of the Company. III Surh hah-
urr and on such terms ana cohuiIl"IS a.
they may think proper. DIVIDENDS shal
| he declared on the amount acthalIE 'teu,
| it,d on the capital stock without rtSaTu
10 the amount subscribed Tor.
| Dividends arcruinE 10 s'o'hh"'u''H
v.no owe any portion Of any >ln'N
! subscribed for by them shall he credited 10
| such unpaid subscriptions until me luii
| amount OF an stock subscribed Tor by su'h
| stockholders shall he pald III lul SUI,
| credit of dividends shall not III any h'ah
| urr relieve such stockholders from lh'
! payment of calls on such suhs'rlpIioh' put
In, credit OF such dividends SuaIl DE- /"
a.
| stock. Interest AT the rate oil "iShI per
cent prr aunum shall be charged on the
luuuaid p"rtIuu of calls on >t"'N SUI, .rl,'
ed for from the maturity OF each can. IL
| any iustJllmcut or insJallmCntS on SlOtk
| subscribed for should not bc pald Nlthlh
| thirty days after the same shall become
due such stock and the subscription ih'r',
IN together with all inStallmentN pdld
fn,rrrn may h, cancelled and forfeited
Ia TN. Company 10y resolution "i The
| Hoard OF Directors without further n"lIr"
puttiug in default or pro'rrnilES' OF
| the Board Of Directors may hold the sub
! s,riher TO said stock personally response
! bic therefor and take legal proceedings 10
! collect the installmcnt or Instruments du'
| thereon. The Company shall begin opera
ton ~ soon a. thirty seven th"uN"uh nv
hundred O. 900 shares of the capital stock
are subscribed for or disposed Of. Al an
| elections by or meetings of the stOckhold-
rr>, each >hdr" oi Htorh. whether PAM
for in full ar not. shall be entitled 10
| ,up vote To bc east either 10y the person
in whose name the stock appears on the
| books of this corporation At the time OF
the voting, or by his agent or proxy, duly
authorized in writing 10 that effect. Al
transfers of stock shall Ice mad" on the
books of the corporation and shall l."
signed 10y til" stakeholder or 10y his at
tOrncy.
No stockholdrr shall Ice allowed 10
sell or diSpOS, of his stock any POr-
ton thereof until after the expiration OF
six months from tn" dat" hereof without
lnF>l ElNluE Ill NENlU- 10 INV l'bdIh VI
Directors twenty days notice of such in
tended transfer. aud allowing the Board
of Directors. or, on its default. any stock
holder. the first opportunity of purchasing
said stock AT the priC" said stock was pur-
chased for. Indicated 10y the records
of the company.
ARTICLE NI.-The business and af-
fairs and corporate powers Of this corpora
tiOn shall be transacted by Board of
| Directors composed of not less than live
| Directors nor more than nine Directors TO
be composed of stockholders Of this cor
| pOration owning at least ten shares OF
the capital stock The stockholders may
| at any annual meeting elect less than five
Directors and the Directors thus elected at
, any annual meeting may prior TO the neNS
annual meeting elect ON" or more addition
al members of the Board of Directors so
| as TO make the Board of Directors not
! more than nine. The Directors, whether
elected by the stockholders or by the
Board of Directors shall be elected by Il
majority of the votes at Il meeting of the
stockholders or of the Directors, as the
caSc may he.
Nelson C. GOrrau. Ezra W. Holden.
. William EdenhOrn. AdOlph Dum>er. y.
Iuria. Charles u. Schmidt, Charles Kohl
meyer, J. Zach. Spearing, and W. ID.
81 Phillips. all of New Orleans. La. with
B. Nelson g. Goreau as President. +. W.
: Holden Vice President, W. u. Phil
lips as Secretary, and Charles ID. Schmidt
= as Treasurer. shall constitute the tirSt
! Board of Directors and they shall hold
their Office until the third Tuesday in
January. 1929, or until their successors
are elected and qualified: each subsequent
Board shall take their seats Immediately
following their election. or a. soon there
after as practicable and shall hold their
Offices until their successors shall have
been elected and qualified.
\ majority of the members of said
= Board of Directors shall constitute q
= Quorum for the transaction and manage
r lment of all business of said corporation
d On the third Tuesday in January. 1923
and annually thereafter, an election for
: Directors by the stockholders, shall be
: | held at the office of the Company, after
n fifteen 90 days previous uotice of such
y meeting shall have been given by adver-
/ | tiSement appearing three times in fifteen
5 days in one of the English newspapers
: published daily In the City of New Or
5 leans, the first advertisement appearing
. not less than fifteen days prior to the
meeting and the last advertisement ap.
u pearing on the day OF the meeting Every
u Board of Directors shall at its first meet
/ ing after its election, as soon there
e after as practicable, elect a President.
sc Vice President, Secretary and a Treas
urer, from their own number. and sucl
70 other officers, who may may not b,
II stockholders or Directors. as may be de
y Sirable, who shall hold office at the pleas
IN ure of the Board of Directors. The Boar,
y OF Directors may combine the offices o
u Secretary and Treasurer. \ failur
80 to elect Directors on the date above speci
|
y, the then existing Board of Directors. shal
~ continue to hold their offices, and anothe
y, election shall be held as soon thereafter a
"a "a practicable at a time to be fixed by tn
~ ~ Board Of Directors then in office, where
' OF fifteen days prior notice shall be give
= in the manner above provided, which sal
= notices shall be full and complete motto
- to all stockholders of such meetings.
"a the event no election takes place at tn
~ second meeting, or If no second meetin
e. shall be called or held, the Board then i
ho office shall hold over until the next an
n nual meeting or until their successors ar
an duly elected and qualified. Any vacanc
~ occurring in said Board of Directors, frOI
?; ] any cause, shall be filled by the remain
a. ing Directors. The Board of Director
"a ! may make such bylaws. rules and regu
Nv lations as they may think proper for I'll
r. transaction of the business and affair
n of said corporation, and chang
q | alter and amend the same
"a | pleasure, and shall exercise all the pow
nd | ers of this corporation. or may delegat
Hs the same to one or more officers at II
nj pleasure; appoint and fix the salaries
- all officers, clerks and employees. M
~ herein mentioned. the same to change
ny dismiss at pleasure; fix the salaries
49, the OFFICERS provided for herein; sell, col
Vey, mortgage, pledge, lease and purcha
~ rights, privileges, franchises, propert
1 movable. immovable and personal; bOrro
- money, issue notes and sign or cause to
s signed by officers or Directors special
eu or generally authorized by the Board