The herald., 1920-01-29
CHARTER.

posed of not less than three and not more
than five stockholders, two of whom shall
constitute quorum IL there are three di-
rectors, and three of whom shall const-
tute a quorum if there are four or five
directors, for the transaction of business.
The Directors of this corporation may
vote in person or by written proxy at any
of the meetings of the Board of Directors,
and the Board of Directors may delegate
any of its powers to any officer or Off
GERS or any other representative of the
company by appropriate resolution to that
effect.
The first Board of Directors Of this
company shall be composed of the fol-
lowing: George W. Prechter, S. Il. Alcus,
w. b. Morgan, Henry Alcus, Ralph J
SchwarZ, with 5. Il. Alcus as President
Geo. w. Prechter as Vice President; Henry
Alcus as Treasurer; W. Il. Morgan, as Sec
rotary.
The Directors shall elect from their num-
her a President, one or more Vice Presi-
dents, a Secretary and a Treasurer,-the
two latter offices may be combined at the
discretion of the Board. And they shall
serve until the second Wednesday n Jan
uary, 1921, or until their successors are
elected and qualified.
The Directors shall be elected annually
by the stockholders, at a meeting held on
the second Wednesday in January, in each
year thereafter.
Notice of such meetings shall be given
fifteen days prior to the date of the meet
ing, in writing, sent to each stakeholder
at his last known address. The Board
Of Directors may change the date of such
meetings by giving notice in the manner
above provided. Notice may be waived
provided all the stockholders consent in
writing to such waiver of notice
Each stakeholder shall at such annual
meeting or other meeting, general or spe-
cial, be entitled, in person or proxy, to
one vote for each share Of stock owned
by him.
Elections shall be held under such rules
and regulations as may from time to time
be determined by the Board of Directors.
The Directors when elected, shall hold
office for one year or until their sue
cessors shall have been elected and quail
fed; and failure to hold the annual meet.
ing Of the stockholders, or to elect an
nually the directors, shall not operate the
forfeiture of this charter of any rights
Hereunder.
Any vacancy occurring in the Board Of
Directors may be filled by the Directors
for the unexpired term, and in the event
that the remaining directors cannot agree
upon the person TO be appointed to fiji the
vacancy, then stockholders meeting shall
De duly called to elect a new director.
The Board of Directors may be increas ed
from three to five by a majority vote of
the outstanding stock at any annual meet
ing or at any special meeting Of the stock
holders called for such purpose and with
out the necessity of any amendment or
alteration of this charter
ARTICLE VIII. This charter or act of
incorporation may be changed. modified
altered or amended by and with the con
sent OF two-thirds Of all the stock present
at any meeting, general or special. held
Tor tnat purpose; and such amendment
may be material or immaterial subiect
only 10 limitations as may be by law
provided pro ana this corporation shall have
the power to increase or decrease its
capital stock as hereinbefore set out. and
any increase in the capital stock in ay
cess or the amount named herein 80 Tho
amount to which it may be increased NAV
ou,st naue Dy three-fourths vote of all
ARTICLE IX.-Notice of anv and al,
meetings referred to in this charter or
required by law, shall be given in the
manner provided in giving notice in case
ba.n .,at,; unless the same shall have
In case Of the dissolution. Humiliation
or termination Of this charter. nv Iimito
lon or otherwise, the affairs of this cor.
p wnsa shaii be iiquidated by one OF
more liquidators elected by the stocS.
noi9ers, who may provide the number q,
sald lquidators and vest them with such
power and authority as may by law he
permitted, and fix the terms and condi.
tons upon which they shall servo and
their compensation, and provide Tho, ~
case OF disability Of any of said iion,daI
tors, the remaining liquidators NAV an tb.
the corporation. oe"an VI
ARTICLE X-No stockbo,der n, .,,,
corporation shall be liable or resnonsihis
Ior any costs, contracts, debts or 1anIt.
vi tnis company, or any Of its Officers no,
shan any mere informality in organic.
tion nave the effect of RENDERING thi,
cnarter null and void, or of exnosjna :
stochheider to any liability beyond AZ
| him. VIC e'ock neid by
ARTICLE XIAThe sub,cr;bs,. ,o..
nave written opposite their names tb.
~ ne . or shares subscribed to bv each
oa mem and their post office addresses
90 tnst this charter may serve &c ~,
prescription list of the corporation. aI
lcn SUBSCRIPTIONS are payable In IN.
ha mhr ana form set out herein. Wv
nus zone and passed at INV office 4,
tne city OF New Orleans. LonIsian.
,r.,. aay' month and year herein first abov.
ga IN the presence Of VIM. T. Gn.ts
ILL., wafer Revertiga, Competent Wit
sesses, who have hereunto signed thas,
presents with the said appearers ana =, .
VIZ Wi,y,arter due reading Of the whole
Williams ]. Guste
Walter Revertiga
al necorded In M. o. B. 1898, folio q pa,
(SeaD
HERMAN L. BARNETT.
| trpa conr Notary Public.
HERMAN L. BARNETT.
Dec. OKLA. o. Notary Public.
|