The herald., 1920-06-17
CHARTER.

Shwartz. New Orleans, La; Emile Well.
New ORLEANS. La; Edwin \. Neugass'
New York City. N 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 shall
be preceded by fifteen days written
notice to each stakeholder. delivered in
person or sent by mail to the address
! given in the current city directory. I'M
less the address OF such stock holder
| shall have been registered with the sec
! rotary. and in default of either. care of
| General Delivery, New Orleans. La. The
election shall be held at the office of tn"
! corporation at such hour aS may be fixed
| by the incumbent Board of Directors aud
under the supervision of two commits
siou"rs appointed by the same. This
/ election may also 2" held by ballot. or
| viva vore. as agreed upon by those pres
cnt Al 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 be elected. and the Board of hi.
| rcctorS thus elected shall meet and or
ganiEr as soon thereafter ~ possible.
The failure to hold an election. how
! ever. shall in no manner affect the Va
! lidity OF the organization of ia" corpora
ton or is corPoratr, acts ana ihI h ,ill
offices until their Successors have been
elected aud qualified.
\ majority of the whole Board shall
constitute quorum. and directors alb
sent or uuHhl" to attend may authorize
directors present 10 represent them by
written proxy filed with the secretary.
and such proxy directors shall possess
all TIA" powers such absences could cN-
crriSe If present in person. This proxy
may bc given 10y wire or letter.
At its first meeting after election. or a.
soon thereafter a. practicable. the Board
of Directors shall elect president aud
one or more vice presidents. and a SEQ
rotary and treasurer. these two last
named officers need not be stockholders.
and ia" said two offices may ho COM
hined in one person 10y the Board Of hi
rcrtOrS.
The Board Of Directors may provide
for meeting fee 10 be paid To it, mem
brrS. whether SalIri"d officials or other
wise.
The Board of Directors may establish
by-l laws. rules and regulations for tn"
government OF the corporation. aud may
also create committees for tn" manage
mcut Of the several departments of its
business. intending an Executive Com
mittrr Of not less than three members OF
shall be empowered To exercise all the
functions of the Board of Directors dur
ing the recess of said board. The Board
of Directors shall fill vacancies occur
ring in its body during the term there
of. Notices of board meetings may be
verbal or written, and meetings of the
shall Ice set by the board itself or at the
call of the president and at the request
of any two stockholders.
ARTICLE NII.-Whcrever notice is re
quired by law or by this charter. the
same may be given in person or at the
recorded or last known address as il
prescribed in Article VI Of this charter.
and twenty-four hours will he sufficient
for all purposes except where otherwise
prescribed herein or 10y law. Any and
all notices required by law or by this
charter may be waived by unanimous
consent OF the Board of Directors or the
stockholders as the case may be, and
such waiver shall be entered on the min
uteS of the meeting to which they apply.
such waiver may be in writing. by wire,
or orally at the meeting. and meetings
may be held hereunder at such place as
may Ice agreed upon.
ARTICLE NIII.-This corporation shall
have power and authority TO do business
in any state or territory or possession of
the United States of America or in any for
eign country. and shall have the right to
create agencies or branch offices for the
conduct OF its said business at any place 1t
may elect.
ARTICLE IN.-This charter may be
.amended. altered or modified. or the capital
stock increased or decreased. or the cor
pOratiOn dissolved at meeting of the
stockholders duly called for that purpose.
and i'll such manner as may be permitted
by the laws of Louisiana, now or hereafter
enacted.
ARTICLE N.-Upon the termination of
the charter or upon the dissolution of the
corporation, its affairs shall be liqudated
by three commissioners, elected or appoint
ed in the manner provided by any law of
Louisiana. now or hereafter enacted. In
the event of death or resignation of any of
said commissioners, the survivors or sur
vivOr shall continue TO act. with all the
powers and authority of the full body.
Said commissioners shall be vested with
power and authority to do all things
necessary or permissible under the powers
conferred on them by their appointment,
or under the law to wind up the business
of the corporation, to sell and convey its
property at private or public sale. to re-
duce its assets to money and siribute
same among its stockholders, and to liqui-
date the corporation.
ARTICLE NI.-NO stakeholder shall ever
be held liable or responsible for the con
tracts or faults of this corporation in any
further sum than the unpaid balance due
to this corporation on the shares owned by
him, nor shall any infOrmality in Organza-
ton have the effect of rendering this char
ter null, or of exposing the stakeholder to
any liability beyond such unpaid balance.
SO that this charter may serve also the
purpose of a subscription list. the under
signed organizers of this corporation have
respectively subscribed for stock herein in
the number of shares and amounts re-
spectively set opposite their signatures
and have attached their several addresses
to the same.
Thus done and passed at my office in
the City of New Orleans, Parish of Or
leans, State of Louisiana, in the presence
of Harry Hardie and John Dart, compe-
tent witnesses, who have signed these pres
ents with said appearers and me, notary,
after due reading of the whole.
Witnesses:
Harry Hardie.
John Dart.
(SignedD HENRY p. DART. JR.,
June 17-July D.