The herald., 1920-01-15
CHARTER.


voting shall be by ballot, and each stock
holder shall be entitled to one vote for
| each share of stock standing in his name
on the books of the company, to be cast
| in person or by written proxy.
Five per cent of the outstanding capital
! stock Of this corporation shall constitute
| a quorum at any and all meetings Tor
| the transaction of any and all business,
| except as otherwise provided by law. The
majority of stock voting shall decide all
| questions, except as otherwise provided
by law, or by this charter.
| The Board Of Directors shall have the
| right to fill for the uneXpired term any
vacancy occurring among the Directors by
death, resignation or otherwise, even
though the number be by said cOuses or
either of them reduced to less than a
quorum.
The failure to hold an annual election
! or to elect Directors as above provided,
shall not dissolve the corporation but the
| Directors and officers then in Office shall
cause an election to be held as soon as
possible thereafter, notice of which shall
be given above provided for the hold
ing of the annual meeting of stockholders
pending which election the then Directors
and Officers shall remain as such until
their successors are duly elected and shall
have qualified.
The Board of Directors, SHALL within
thirty days after each annual election,
elect from their number President, n
Vice-Ppresident, and shall also elect n
urer need not be member of the Board
of Stockholders, and the Board of Di-
rectOrs shall have the power to elect
from their number such additional Vice
Presidents and also such Assistant Secre-
tary- Treasures, as in their judgment seem
best, and such Assistant Secretary Treas
urers need not be stockholders or mem
bers of the Board of Directors.
The Board of Directors shall have the
power of delegating all or any of its pow
ers in the transaction of the business of
this corporation to a committee or COM
mittees of its own body or to officers and
agents of this corporation.
Any and all directors and officers shall
hold Office at the pleasure of the stock
holders, who may, at any general meeting
convened for that purpose, on notice as
above provided for the holding of the an
nual meeting of stockholders, declare such
dictatorship or office vacant, and select
successor or successors to such director
or officer, and ii shall be the duty of the
Secretary and the President to call a meet
ing Tor that purpose at the request in
writing of ten per cent of the capital
stock of this corporation then outstand-
ing.
The Board of Directors shall have power
to adopt bylaws for the government of
this corporation, and to alter, amend or
abolish the same at pleasure at any spe-
cial or general meeting of the Board of
Directors, and no previous notice of an
intention TO alter, amend or abolish the
| Dy-ldNS Sndii De required.
| The first Board of Directors shall be
composed of: Edwin l.. Powell, whose post
office address is 1856 Tchoupitoulas Street,
| New Orleans, La; W. Scott Bryan, whose
post office address is 1855 TchOupitoulas
Street, New Orleans, La, and William III.
Puryes. whose post office address is 1856
TchoupitOulas Street, New Orleans, La
Who shall hold office until the annual
meeting in 1921, or until their successors
, are duly elected and qualified, and Edwin
| haIl hn n
| Bryan, shall be Vice President, and Will
liam III. Puryes, shall be Secretary Treas
urer.
ARTICLE yI.-This act of incorporation
! may be modified, added to or changed, OF
! said corporation may be dissolved IN the
manner provided by the law Of the State
, of Louisiana, at the time such action Is
! taken, at a meeting of the stockholders
!, convened for such purposes and called III
the same manner as is provided here1n-
aho,e for he calling of the meeting fel
the annual election of the Board or d.
rectors, and whenever this corporation Is
dissolved, either by limitation or by vote
of its stockholders, its affairs shall be
liquidated by three liquidating commits
sioners to be elected at the general meet
ing of the stockholders called for the
purpose of voting on the question of lqut-
dation and in case of the death or resig-
nation of any of said commissioners, the
surviving or remaining commissioner or
commissioners, shall, within fifteen days
after such death or resignation, or soon
thereafter as is possible, cause to be held,
n general meeting of the stockholders at
which a successor or successors to such
commissioner or commissioners, who mag
have died or resigned shall be elected; and
in the event of the death of all three COM
missiOners a general meeting of the stock
holders may be called by any of the stock
holders in the manner provided for the
calling of the meeting for the annual cleo
ton of the directors for the purpose of
Inl0 not ofh Il
. the event that more than one stakeholder
attempt to call the general meeting OF
! stockholders just hereinabove provided for
then the said meeting shall be held in
accordance with the first notice thereof
, that may be issued.
: All meetings of the stockholders and OF
the directors shall be held in New Or.
I leans, La, at the Office of the company
or III IL nave no office, at some other
: readily accessible place of business; pro.
e Vlded, however, that with the written con
sent OF all of the directors valid meet
ings OF the directors may be held outside
e tne state OF louisiana, or within the State
, elsewhere than its domicile and Office.
. Any and all notices by this charter n,
by law to be given to stockholders or II
e directors may be waived by the unanimou.
consent OF the stockholders or of the di
$ rectors, respectively except as otberwis.
b provided by the law of the State of Louis
: lana. VI H0ui'
e ARTICLE Vino stakeholder shall
/: ever be held liable or responsible for con
b tract or faults of this corporation in any
o further sum than the unpaid balance du,
/ the company on the shares of stock sub
scribed for by him, nor shall any mer,
s informality in the organization of thi.
d corporation have the effect of renderins
] this charter null, or of exposing any
!, stockholder to any liability beyond suci
Z unpaid balance due on said stock
d In order that this charter NAV alst
: serve as the original subscription list re
r CURED by law, the subscribers to this act
: or incorporation have also written op
{ posite their respective names, their respec
q i've addresses and the amount of capita
S STOCK OF this corporation subscribed fol
: by each of them. '''
Y linus done and passed in my office In
: tue city OF New Orleans, on the dav an,
8 IN the month and year first above writ
ten, IN the presence of George Denepr,
Il ana Jeanne Hatrel, competent witnesses
{ VINO hereunto sign their names with m,
, sald appearers and me, Notary. after dn,
: | reading of the whole "u
e tOriginal Signed)
II T.: l.. POWELL. 9S Shares.
{ w SCOTT BRYAN, 1 Share
: w. ii. PURvES, / Share
S Witnesses:
Geo. Denegre,
j. Hatrel.
l. FELIX J. PUG,
\ Notary Public.
i, the undersigned, Recorder of Mort
: cages, in and for the Parish of Orleans
, State OF Louisiana, do hereby certify tina
e the above and foregoing Act of Incorpora
q ton of New Orleans Packing Company
e was this day duly recorded in my Office ii
= | Book 1928 folio