The herald., 1920-07-15
CHARTER.

CHARTER.
Newman, New orleans, La: Edgar New
man. New Orleans. La; Julian Bernard
Newman, New Orleans, La; Simon j.
ShwartZ. New Orleans. La; Emile We'll.
New ORLEANS. La; Edwin ~ Neugass,
New York City. y. Y; l.. Carroll Root
New Orleans, La.
ON the first Monday of February. 1921
and annually thereafter. an election shall
be held by the stockholders for Board
of Directors. Such annual election shan
be preceded by fifteen days written
notice to each stakeholder. delivered il
person or sent by mail to the address
given in the current city directory. IN
shall have been registered with the sec
Rotary. and in default of either, care of
General Delivery, New Orleans. La. The
eLwction shall be held at the office of the
corporation at such hour as may be fixed
by the incumbent Board of Directors and
under the supervision of two commits
siOnerS appointed by the same. This
election may also re held by ballot, or
ent. 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 highest
number of votes east at said election
shall Ice elected. and the Board of hi
rectOrS thus elected shall meet and or
ganize Us soon thereafter a. possible.
The failure to hold an election. how
ever, shall in no manner affect the va
lidity of the organization of the corpora
ton or its corporate acts. and the Board
and Officers in office shall hold their
offices until their successors have been
elected aud qualified.
\ majority of the whole Board shall
constitute quorum. and directors alb
sent or unabl" 10 attend may authorize
directors present to represent them by
and such proxy directors shall possess
all the powers such ahscntec> could eX-
erciSe if present in person. This proxy
may Ice given by wire or letter.
Al its first meeting after election. or "a,
soon thereafter "a practicable, the Board
of Directors shall elect president. and
one or more vice presidents and Il SEC
rotary aud treasurer. these two last.
named officers need not be stockholders
and the said two offices may be com
bined in one person by the Hoard of hi
reCtOrS.
The Board of Directors may provid,
for meeting fee TO hc paid TO its mem.
bcrS, whether Salaricd officials or other
wise.
The Board of Directors may establish
bylaws. rules and regulations for tn,
government of the corporation. and may
also create committees for the manage.
mcnt of the several departments of it,
business, including an Executive Com
mittec of not less than three members OF
the board. aud said executive committee
shall be empowered to exercise all tn,
functions of the Board of Directors dur
ing the recess of said board. The Board
of Directors shall fill vacancies occur
of. Notices Of board meetings may b,
verbal or written, and meetings of tn,
board may be held at such times a,
shall be- set by the board itself or at tn,
call of the president and at the Request
of any two stockholders.
ARTICLE Wherever notice is re
quired by law or by this charter. thu
same may be given in person or at thu
recorded or last known address, a. i;
prescribed in Article vi of this charter
and twenty four hours will be sufficicn
for all purposes except where otherwise
prescribed herein or by law. Any ant
all notices required by law or by thi,
charter may be waived by unanimous
consent of the Board of Directors or IN,
stockholders the case may be, anC
such waiver shall he entered on the min
uteS of the meeting tn which they apply
Such waiver may he in writing, by wire
or orally at the meeting. and meetingi
may be held hereunder at such place a,
may be agreed upon.
ARTICLE VIII-This corporation shall
have power and authority to do bushes,
| in any state or territory or possession %
| the United States of America or in any for
| cign country, and shall have the right 4
create agencies or branch offices for thu
conduct of its said business ut any place j
| may EJECT.
| ARTICLE IX.-ThiS charter may b,
amended, altered or modified. or the capita
stock increased or decreased, or the cor
| pOratiOn dissolved at Il meeting of tn
stockholders duly called for that purpose
and in such manner AS may be permitted
by the laws of Louisiana, now or hereafte
enacted.
| ARTICLE N.-Upon the termination o
the charter or upon the dissolution of tn
| corporation, its affairs shall be liquidate,
| by three commissioners, elected or appoint
| ed in the manner provided by any law o
Louisiana, now or hereafter enacted Ii
q FeSl nf "A
| said commissioners, the survivors or sur
vivOr shall continue to act, with all tn
powers and authority of the full body
Said cOmmi SSiOners shall be vested Wit
power and authority to do all thing
! necessary or permissible under the power
| conferred on them by their appointment
or under the law to wind up the bushes
OF the corporation, to sell and convey IL
property at private or public sale to re
| duce its assets to money and distribut
same among its stockholders, and to liqui
| date the corporation.
| ARTICLE XI.-NO stakeholder shall eve
| be held liable or responsible for the con
| tracts or faults of this corporation in an,
| further sum than the unpaid balance du
| to this corporation on the shares owned b.
him, nor shall any inforInality in organiza
| ton have the effect of rendering this char
| ter null or of exposing the stakeholder L
any liability beyond such unpaid balanc,
| SO that this charter may serve also tn
purpose of subscription list. the under
| signed organizers of this corporation hav
respectively subscribed for stock herein i
| the number of shares and amounts re
Spectiyely set opposite their signatures
and have attached their several addresse
| to the same.
Thus done and passed at my office i
| the City of New Orleans, Parish of Oh
leans, State of Louisiana, in the presenc
of Harry Hardie and John Dart, compe
tent witnesses, who have signed these pres
| eHts with said appearers and me, notary
after due reading Of the whole.
| Witnesses:
| Harry Hardie.
John Dart.
| (Signed) HENRY =. DART, JR.,
| Notary Public.
| June 17-July -.