The herald., 1920-11-11
CHARTER.

and designated as class \ and rhr second .
10 he known aud designated as 'L'- j. /
/ stock.
! section ] Tho amount Il Glass \ stock
/ is fN,d 1T IA" sum o. S"Wuuu. divided
. into and rrur,.Soufri 10y 800 shares OF th'
/ mar value Of $4,000 each. Said stock shall
! have the right and prlyll"E" oi "lryuuG
pu, and only ON" director. pr"Llo'd me
number of directors elected shall not ~.
r,,.d tire. should IN" number of dire.
tors elected exceed three. said stock ~HHh
, have the right and privilege OF "lr'liu-
two. but not NOR" than Two al NalH ID
rc,tor~. and no distribution or DIVISION
of said stock shall Great" in IA" holders
thereof. in any manner. IN" right 1" elect
greater number of directors than as here
iuabuND provided
S,-.tiou The amount Of class T. stock
is fixed At the sum of $4,000 90. divided
into and represented Toy -" shares OF thr
par value of $4,000 each. Said stock shall
have the right and privil"g" Of rlectlnC
one and only one director. provided the
number of directors elected shall not eN-
coed three. should the number o. d
rrytors elected exceed three, said stock
shall have the right and privilege Of elect
. INK two. but not more than two OF said
directors. and no distribution or division
of said stock shaE create IN n" holders
thereof. in any manner. the right 10 elect
"a greater number Of directors than a.
hercinahoye provided.
Section 2-ShouId only three directors
bo elected. the third director must BE-
elected 10y majority vote OF Class \ and
class stock voting together SIuHIH
i've directors be elected. the fifth dire
tor shall br chosen in the same manner.
, 10y "A majority of Class \ aud Class u
stock. voting together. The stockholders
of Class \ shall have the right at any
time to I'LL any vacancy or vacancies OF
, any of the directors elected by them, and
| the stockholders of Class l. shall hav"
the right AT any time 10 NIL any vacancy
, | or vacaucic> of any of the directors elected
by them. should the dictatorship elected
, I by the majority yot" of Class \ and Class
/, Il stock. voting together. become vacant.
the vacancy may bee filled by majority
of class y and Class Il stock, voting To-
, gcthrr.
! Section This corporation snail be
come going concern. and be authorized
TO commence or to continue its business
! as soon as $50 10000 of its capital stock
shall have been paid for, either IN cash:
, or its equivalent. IS provided by law, ana
all of the said SlO0OOO.D of its capital
, stock has. in fact. been subscribed and
y paid for at tn" time of the passing of this
act. in the manner and form provided by
u law.
: ARTICLE VI.-An certificates Of stock
/ issued by this company shall he signed
4 by the President and counterSigncd by an
f other officer of the company or by dl-
N / rector. The stock Of this corporation can
lac transferred only on the books of tn"
. corporation and subject to such rules and
: regulations as may b" by the Board of
q / Directors from time 10 time prescribed
u | No stakeholder shall be permitted 10 sell
u or otherwise dispose of his stock without
y HrSt Offering the same. in writing. to the
ID other StOC X holders. through the Board OF
Il Directors. ut price not exceeding IN"
book value thereof at the close of tn"
10 | last fiscal year. and the said stockholders
a shall have the first right and option 10
# purchase all Of said shares of stock 10
N be thus disposed of, and shall have q
/; period Of thirty days in which to accept
-. or to decline said offer. Should the stock
, holders decline to purchase the said stock.
the Board of Directors shall have and Is
j. hereby vested with tn" right and power
70 to acquire said shares OF stock on be
: half of the corporation, and thereafter 10
/ REISSUE or sell the same as in its dis
j. erection il may determine. should tn,
10 stockholders and the directors fail within
o. thirty days after such offer of sale shall
> have been made to purchase said stock
IF then the stakeholder Offering to SELL tn,
Is same may di>pos" thereof in any manner
IF and at any price h. may see hit but each
~ share of stock is issued and held upon
@ the condition and understanding that no
ii Stockholdcr shall make sale or transfer
~ OF his stock in violation hereof and such
= | sale TRANSFER. if made. shall be void
10 and this company shall be under no obi
% cation to list the stock thus transferred
+ on its books or 10 regard the holder OF
b. the certificate thereof.
ARTICLE VII.-The corporate powers OF
%. this corporation shall he vested in and "N
To- ercised by a Board of Directors. composed
IF OF three stockholders. two of whom shall
K. constitute q quorum for the transaction Oi
% business. but said Board of Directors may
Rs be increased to five at any time by ma
7 y y
ut any meeting, annual or special, ano
without the necessity of any amendment
]. to this charter. Should there be four Iii
l. rectOrs three shall cOnTtitute a quorum
Should there he four or more directors
K. hrce shall constitute quorum. The stock
holders may vote in person or by written 81
telegrap hiC proxy, given to any other dircC
t tor or stakeholder. The directors may dele
:. gate any of their powers TO any officer 81
At officers or other representative of the com
4 pany by appropriate resolution 10 tha
70 of hn trsf ri al Gh "a
ce be composed of Karl NeumOnd. Ludwil
l.. | EthcmaHn and Ralph J. SChwarZ. VIII,
shall serve until the second Wednesday il
January. 1922, or until their successors ar
elected and qualified. Thereafter the di
rectorS shall be elected annually by tn
stockholders at a meeting held on the Soc
ond Wednesday in January in each yea
- after date hereof. Notice of said meeting
T. shall be given fifteen days prior TO tn
date, in writing. or by telegraph, sent L
each of the stockholders at his last know
Il place of residence. The Board of Direc
r tors may change the date of the annua
tn meetings to any other date in January
ar by written or Geographic notice TO tina
ed effect, sent at least fifteen days before tn
of date to which said annual meeting Ia
n been changed. directed to each StOCkhOlde
IN at his last known place of residence. Fac
IS stakeholder shall at the annual or othe
~ meetings be entitled, in person, or by writ
d. ten or Geographic proxy. to one vote 70
IS each share Of stock owned by him. EleC
r. lions shall be held under such rules an
J. regulations as may from time to time b
Id. prescribed by the Board Of Directors. Tn
nd directors when elected. shall hold OfiC
of for one year. or until their successors ShaI
lip have been elected and qualified. Failur
IN to hold the annual meeting Of stakeholder
ed or annually to elect directors shall not OF
sh crate the forfeiture of this charter or an
ok rights Hereunder. The first officers Of thi
corporation who shall hold Office unit
ne the second Wednesday in January. 1922. q
nd, until their successors are elected and quail
er. fed, shall be Ludwig Eisemann. Pres
tai dent; Karl Neumond ViCe-President. an
re- Ralph J. Schwarz, Secretary. The Boar
re- of Directors by resolution NAV create III
nj office of Treasurer as a separate office. q
III may merge that Office with the office
or Secretary. and may revoke such actiO
from time to time.
his ARTIVLE IX.-Notice OF any and a
of meetings referred to in this charter,
nd required by law, shall be given in Il
,ar manner provided for giving notices in cal
be of election. unless otherwise made nece
wn sary under the law. ANY stakeholder