The herald. [volume] (New Orleans, La.) 1905-1953, 1920-02-12
CHARTER.

of $4,000 each. all Of which shall De
common stock. The amount .,s ~ aoo nn hy
stock may be increased to $2o,oooOO Dy
vote of two-thirds Of all outstanulns
stock according to the laws OF the otate
of Louisiana. All stock shabi De issueu
for cash or its equivalent or ma! pe 10
sued at not less than par In payment
for property actually purchased or Ioi
services actually rendered the corp0ra,ion
or the same may be issued iuh Pa'u
for money advanced or for such olher
valuable consideration or services as nhe
t"srd of Directors may determine. The
CORPORATION shall begin TO do business
when fifty per cent of the capitai stock
has been subscribed for and fity per
cent of this subscribed capital paiu, anu i
the remainder of the capital stock shaii
he issued at such times and upon such
terms and conditions as the Board OF
directors shall determine, subject 10 ie-
gal requirements. All stock snail De
full paid and On-assesSable anu no
transfer of stock shall be binding upon
the Company unless recorded on tue
C'ompany's books. Each share oil STOCK
shall pntitle the owner Thereon 10 cast
one vote, either in person or bH proxy
AT all stockholders meetings. The par
ties hereto declare that they have sub
scribed for the number of shares OF tue
capital stock of this corporation Set oP
posite their respective names, 50 that thls
Act of Incorporation SHAH serve rs q"
original subscription.
ARTICLE 5.-The business and affairs
of this corporation shall he managed ana
conducted by a Board of seven directors.
who shall all be stockholders. lhaJorit!
of the directors of this corporation pre-
cent nj any meeting in person or by
nroxy shall constitute a quorum, and y
majority vote of those present in person
or by proxy shall decide all questions
voted upon. Said directors shall De elect
ed annually from among the. stockhoiu-
MnnInN IHnnHrN
of each year unless the same shall be a
legal holiday, when the election shall be
held ON the next legal day thereafter
beginning on the second honday IN Jan-
nary. 1921 aud after fifteen days prior
written notice having been mailed 10 each
stakeholder Of record to his last known
address The voting shall be by ballot
and each stakeholder shall be entitied 10
east one vote for each share held Dy MIN
which has been standing in his name upon
| the books of the corporation for at least
ten days prior TO the date of the elec-
tion. 4 majority of the stock voted al
! such election shall elect. Immediately
after the election of said Board of III
rrctors and the adjournment of the
stockholders meeting, the newly elected
Board of Directors shall elect from
among their number the officers OF this
| corporation. who shall he president.
vice president and u secretary ana treas
urer. The offices Of secretary and treas
urer may be held by the same person.
The failure to elect directors or offlc-
ers as herein provided for shall not re-
suit In the dissolution Of the corpora,
ton. but the then Board of Directors and
officers shall hold their respective offic-
rs until their successors are duly elect
ed and qualified.
SpeciaI meetings Of the shareholder.
may be held when ordered by the Board
of Directors and must be held upon the
request of not less than twenty five pei
cent Of the outstanding stock, after III
teen days written notice TO each stock
holder stating the objects and purposes
! of said meeting. Any vacancy occurihp
on any Board Of Directors shall be filled
| nv the remaining members OF said Board
| for the unexpired term. at meeting call
| ed for that purpose after ten DAYS prior
written notice, director or directors
so elected to hold Office until the neNl
annual stockholders meeting. but should
| Il be impossible for any cause for an!
| vacancy or vacancies i'm the Board OF ID
rectors I'd he filled by the directors, suci
vacancy or vacancies may be filled by
| the stockholders ut any meeting called
/ for that purpose by the president. IN,
and all directors meetings the notices
| for which are not herein specifically pro
yided for. may be called by any officel
of this corporation upon ten days no,M'
by mail. Any director shall have TN
| right to authorize and appoint any share
| holder to vote for him at any aud nj
! directors meetings, and such proxy shall
have and exercise all of the powers
such director appointing him.
Whenever il Is provided in this Act tina
| either directors or stockholders meet
4 ings may be held after certain prescrib
ed notices to the directors or stockholders
/ IL Is understood and agreed that any an
all directors or stockholders meeting
may be held without notice wheneye
lawful provided all directors or stocA
holders AS the case may be, waive motto
in writing or are present in person o
by proxy ut such meeting or meetings
The Board of Directors shall have fu
control of the property OF this corpora
I ton and shall conduct. manage ana US
the same as in their discretion they deer
, best and that is consistent with the OF
jects Of the Company and its weitar'
. and they shall have power to make, ate
I and annul such bylaws, rules ana regt
lations as they may think proper. The
8 shall have the further right ana pOws
to fix their salaries and terms or otfic
and the right to dismiss them NJ sal
Boards pleasure. and the board sh y,
have the further right to determine and y
!. the salaries. IL. any, of the several OH
: GERS herein provided for.
ARTICLE 6.-The first Board Of ID
rectors and officers who shall serve uni
the annual meeting 10 be held on III
: second Monday in January, I92l, or III
! iii their successors are duly elected an
:. qualified, shall be: Thomas H. Gate
1887. Cohn Street, Who shall be Pres
dent: James "A. Steiner, $3.50 Prytan
street, Who shall be Vice Preslden
William II. Bartels. 1904 Camp Stree
Who shall be secretary Treasurer; j.
' cob Njenaber SI26 Plum Street; Jam,
T. Bouiet, 2I21 Canal street: Frank
: ,uhe,. euls Cohn street; Il. j. Hun
: recht, l127 Leonidas Street.
/, ARTICLE This Charter may be a
q red or amended and this corporate
4 ay be dissolved by a vote Of two-thirt
\ alT outstanding stock at meeting
$ re shareholders duly convened Tor I'M
y the President, upon the written r
Test of net less than twenty-five p,
|, mt of the outstanding stock after II
y en- DAYS notice mailed to each stocl
y plder's last known address.
. But the capital stock Of this corporate
: all not be decreased by such amen
4 ent to an amount less than the CO
! ali be made changing the objects an
i rposes Of this corporation without
a ,te of all outstanding stock, and Il
. pitai stock shall not be increased b
Y nd the amount originally named as u
y m to which the capital may be increa
AL except by vote OF three-fourths
4, I outstanding stock.
N ,ard Of Directors. It shall be deems
y isable that this corporation shall
: 80 p~s~s shall within 4
= DAYS after the adoption of a resolutit
to that effect by majority of the who
J. Board at any meeting called for tn
n shall have received at least three da.
; notice cause notice of the adoption
n such resolution to be mailed to ea'
n stockholder, together with notice
e the meeting of the stockholders to
L held at the office of the corporation