The herald., 1920-05-13
CHARTER.

|
in each instance tO-be agreed TO DS tnII
Hoard of Directors, which shall nave iui i
and final power to do so. oiIu - az
stock may be Increased 10 tne gu sui" III
three million & 00/l00 tS3OOODooV) uIl.
lars in the manner provided Tor d! thc
laws of this State Whenever an lhCl'
of said capital stack shall have uee -, co."
thOrized thirty days written OF phi;ca
notice thereof shall be given by pupilDH
ton in one of the daily newspapers ~;
lishcd in the City of New orleans VIM
which time persons holding StOth III ~
CORPORATION shall have the rlSnI ~ suo
scribe for said increased stock III Pii,
zion to the number of shares Oh SUI
then held by them. and when aGutl9 G f
shares shall be paid for as the b ohlI %
directors may direct. After the tAplda
,;nn of said time the Board of Directors
NAV dispose of the shares not lahen. hUi
the benefit of the Company, III sun ii ni'as
ner and on such terms ana conul u
thay NAV think proper. DIVIDENDS Shhii
hn declared on the amount actually cred
it,d on the capital stock WITHOUT 'cS"iu
to the amount subscribed Tor
Dividends accruing to stochholueSI'
who owe any portion OF ah! - =,
subscribed for by them SHAH DE IIt nv I'll
such unpaid subscriptions uhtI tIe -
nmount of al stock subscribed lor ny SUI
stockholders shall be paid IN lun. ,I'
credit of dividends shall not III any man az
ner relieve such stOckhOiders .ti IN
uaympnt of calls on such SuDscrlpIion out
Tho credit of such dividends snaIi oe III
excess of calls on such suDscrlptlUnS 70
stock Interest at the ratc Oh Isl
cent per annum shall De charS'u On -
uupaid portion of calls on >to'h Suo y, ~,
pd for from the maturity OF each can. II
any inStallment or instruments On go go.
subscribed for should not De pau nI,,.,
thirty days after the same shail o.S I'm
dine such stock and the subscription nv.
| to Together with all installments palu
thereon may be cancelled ana loIl'ltvu
! to the Company by resolution Oh in'
Board of Directors without iurth"F h"''''
uniting in default or proceedings or
| the Hoard of Directors may hold the sub
| scTiber to said stock personally rtsPohnl
! bile therefor and take legal proceedings 10
| collect the inStallmcnt or lnstallueh'S uu'
| thereon The Company shall begin opera
! ION a. soon rs thirty seven thousand hNe
| hundred Ga 800 shares of the capltal sto'h
are subscribed for or disposed or Al an
| elections by or meetings OF the stOChhoIu-
eTS, each share OF stock "h',ntr pau
for in full or not. shall b" entitled 10
| one vote TO be east either by the person
in whose name the stock appears on the
| books of this corporation at the uhle Oh
| the voting, or by his agent or proxy duly
authorized in writing 10 that erect. All
transfers of stock shall he mad" on tn
hooks of the corporation ana shall bt
signed by the stakeholder or by ms dt
tornry.
No stockholdrr shall be allowed e
sell or dispose of his stock or any P"r
ton thereof until after the expiration OF
six months from the date hereof without
first giving in writing TO the Board o.
Directors twenty days notice OF >uch IN
Itended transfer, and allowing the BOarC
of Directors, or. on its default, any stock
holder. the first opportunity Of purchasing
said stock at the price said stock was pur
chased for. Indicated by the recOrd'
of the company.
ARTICLE VI-The business and af
fairs and corporate powers of this corpora
| ton shall be transacted by Board o.
, | Directors composed of not less than nN'
, | Directors nor more than nine Directors, u
, be composed OF stockholders Oh thls cor
| pOratiOn owning at least ten Shares D
| the capital stock. The stockholders MAJ
at any annual meeting elect less than flv'
| Directors and the Directors thus elected
any annual meeting may prior 10 inc mex
, | annual meeting elect one or more audltloh
| al members of the Board of Directors 81
as TO make the Board of Directors no
| more than nine. The Directors, whethe
| elected by the stockholders or by tn
| Board of Directors, shall be elected by
majority of the votes at meeting of tn
stockholders or of the Directors, as tn
ease may be.
Nelson q. Goreau, Ezra W. Holden
William EdenbOrn, Adolph DumSer, \
Luria. Charles ID. Schmidt, Charles Kohl
meyer, j. Zach. Spearing, and W. j.
Phillips all of New Orleans. La. wit
Nelson q. GOreau as President +. W
Holden as Vice President, W. -. Phil
as Treasurer, shall constitute the frs
Board of Directors and they shall hOl
their Office until the third Tuesday i
January. 1923. or. until their successor
are elected and qualified; each subsequen
| Board shall take their seats immediatcl
following their election, or as soon there
after as practicable and shall hold thei
Offices until their successors shall hav
been elected and qualified.
J. \ majority of the members of sal
Board of Directors shall constitute
IquOrum for the transaction and manag
u ment of all business of said corporate
u On the third Tuesday in January. 1872
Z and annually thereafter an election fl
- Directors by the stockholders, shall
held at the office of the Company, aft,
~ fifteen (l5) days previous notice of sue
; meeting shall have been given by adve
as tisement appearing three times in fife,
= days in one of the English newspape
- | published daily in the City of New q
80 leans, the first advertisement appeariI
not less than fifteen days prior TO {
of meeting and the last advertisement a
Of pearing on the day of the meeting. Eve
- Board of Directors shall at its first me,
w ing after its election, or as soon ther
so after as practicable, elect President.
M Vice President a Secretary and Tres
bo urer, from their own number, and su
~ | other officers, who may or may not
III stockholders or Directors. as may be
in sirable, who shall hold office at the pie;
m ure of the Board of Directors. The Boa
III of Directors may combine the offices
Secretary and Treasurer. A fall
to elect Directors on the date above spe
vi fled shall not dissolve the corporation,
vi the then existing Board of Directors. 81
an continue to hold their offices, and anotl
nd election shall be held as soon thereafter
ioI practicable at time to be fixed by
M Board of Directors then in office whe
"'e of fifteen days prior notice shall be gil
in the manner above provided, which $
or notices shall be full and complete not
Dr. to all stockholders of such meetings.
ms the event no election takes place at
Eed second meeting or if no second meet
on, shall be called or held, the Board then
10 office shall hold over until the next
the nual meeting or until their successors
ISL duly elected and qualified. Any vaca
ION occurring in said Board of Directors, fir
ny any cause, shall be filled by the rema
III ing Directors. The Board Of Direct
lde may make such bylaws, rules and re
md latiOns as they may think proper for
49, transaction of the business and aft
ur- of said corporation, and char
aD- | alter and amend the same
TO pleasure, and shall exercise all the p
red ers of this corporation, or may delee
ana the same to one or more officers at
ase, pleasure; appoint and fix the salaries
ana all officers, clerks and employees.
air herein mentioned, the same to change
any dismiss at pleasure; fix the salaries
'ys- the officers provided for herein: sell,
arts vey, mortgage, pledge. lease and purcf
TO rights, privileges, franchises, prope
the movable, immovable and personal; Dor
to money, issue notes and sign or cause {,
rate signed by officers or Directors speci
ned or generally authorized by the BOARD
IRE, Directors all necessary acts, deeds,
tIA