The herald. [volume] (New Orleans, La.) 1905-1953, 1920-01-01
CHARTER.

VINO maze the O1ler 10 sell or otherwise
dispose of the stock, may sell or otherwise
dispose of ii in any manner and at any
price that he or they may see fit. But
each share of stock is issued under the
condition and understanding that No
stakeholder shall make a sale or transfer
of his stock in violation of this provision
and such sale or transfer if made shall be
void, and this company shall be under
no obligation to list said stock on its
books or to regard the holder of the certi-
ticate thereof.
ARTICLE VII.-The corporate powers
of this corporation shall be vested in and
exercised by a Board of Directors COM
posed of not less than three and not more
imam hVe stockholders, two of whom shall
constitute quorum if 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 i'll person or by written proNv Mt any
of the meetings of the Board of Directors,
ana the Boagd Of Directors may delegate
any OF It's 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. II, Alcus.
W; Il. Morgan, Henry AlcuS, Ralph j
SchWarz, with ). I. AlcuS President
Geo. W. Prcchter as Vice President; Henry
Alcus as Treasurer; W. Il. Morgan, as Sec
Rotary.
The Directors shall elect from their num-
per PRESIDENT, one or more Vice PreSi-
dents, Secretary and a Trea surer-the
two latter offices may be combined ar The
discretion of the Board. And they shall
serve until the second Wednesday n Jan
uary, 1871. 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
iHteen days prior TO the date of the meet
ing, IN writing, sent to each stockholder
at his last known address The Board
Oh directors may change the date of such
meetings by giving notice i'm the manner
above provided. Notice may be waived
provided all the stockholders consent i'm
writing TO such waiver of notice.
Each stOckholder shall at such annual
meeting or other meeting, general or Spe-
clal, be entitled, in person or proxy. 10
one vote for each share Of stock owned
Elections shall be held under sucb rules
ana regulations as may from time TO time
De determined by the Board of Directors
me directors when elected shall hold
olllce ior one year or until their sue
ceSsors shall have been elected and mali
ned' ana failure to hold the annual meet
ing or the stockholders. or to elect an
nually the directors. shall not operate tho
forfeiture of this charter of any right
hereunder.
Any vacancy occurring in the Board of
directors may be filled by the Directors
Tor the uneNpired 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
be duly called to elect a new director
The Board of Directors may be increa sed
from three TO five by a majority vote of
me me outstanding stock at any annual meet
ing or ut 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 that purpose; and such amendment
may be material or immaterial subject
ohly 10 limitations as may be by law
provided; and 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 ex-
cess OF the amount named herein as the
amount to which il may be increased may
be made by a three-fourths vote of ali
outstanding stock.
ARTICLE IX.-NOtice of any and all
meetings referred to in this charter or
required by law, shall be given in the
manner provided in giving notice in case
been waived.
In case of the dissolution. LIQUIDATION
or termination of this charter, by Iimita-
tlon or otherwise, the affairs of this cor
poration shall be liquidated by one or
more liquidators elected by the stock
holders, who may provide the number of
SAID hquidatOrs and vest them with such
power and authority as may by law be
permitted, and fix the terms and condi-
tons upon which they shall serve and
their compensation, and provide that in
case Of disability of any of said liouida-
tors. the remaining liquidators may fill the
vacancy or continue TO act on behalf of
the corporation.
ARTICLE Mo stakeholder of this
corporation shall be liable or responsible
Tor any costs, contracts, debts or faults
OF this company. or any of its officers. nor
shail any mere informality in organiza-
charter null and void, or of exposing a
stockholder to any liability beyond the
unpaid balance due on the stock held by
him. ~
ARTICLE XI-The subscribers hereto
have written opposite their names the
number of shares subscribed to by each
OF them and their post office addresses.
SO that this charter may serve as the
list of the corporation: ali
ot winch subscriptions are payable in the
manner and form set out herein.
Thus done and passed at nv office in
me City of New Orleans Louisiana. on
me day, month and year herein first above
written in the presence of VIM. J. Guste
and Walter Revertiga, competent wit
lesses. who have hereunto signed these
presents with the said appearers and me.
Notary after due reading of the whole.
Witnesses:
Williams j. Guste, |
Walter Revertiga. |
Recorded in NJ. o. b. 1898, folio s. Par
sh of Orleans.
(SeaD
HERMAN l.. BARNETT,
Notary Public.
HERMAN L. BARNETT
49, n