The herald. [volume] (New Orleans, La.) 1905-1953, 1920-01-08
CHARTER.

| except as preferred stock Glass "a"
| 8. No transfer of stock shall be bind
| ing upon this corporation except when
made upon its books by the surrender of
| the outstanding certificate and its proper
endorsement by the owner or his duly
constituted agent or attorney in fact, and
no transfer of stock shall in any event
| be made until the owner thereof snail
| have shown a compliante with provisions
of Article VI of this charter, as herein
| amended.
ARTICLE v-An the corporate pow
ers of this corporation shall be vested
| in, and exercised by, Board of Directors
] to be composed of not less than four nor
| more than nine stockholders. When
there is an even number of directors, one
half of the Board shall be composed of
preferred and the other half of common
| stockholders. When there is an uneven
number of directors, the majority shall
| be composed of preferred stockholders.
| In the event that the Board of Directors
consists of an even number of stock
holders, then the preferred stockholders
shall nevertheless be entitled to have a
majority of their number on said board
whenever the dividends on said preferred
stock, as hereinabOve provided, shall be-
| come in arrears. Whenever the preferred
stock shall have all been retired, then
the Board of Directors shall consist en-
| tirely of common stockholders. The di-
| rectors of the company may attend meet
| ings of the Board of Directors either in
| person or through their duly constituted
proxies.
All elections for directors shall be by
ballot and conducted at the office of the
said corporation at such hours and under
| such conditions as the Board Of Directors
| shall prescribe. Every stakeholder shall
be entitled to vote in person or by proxy
and the majority of votes cast shall elect
The meeting of stockholders for the cleo
| ton of directors shall be held annually
on the second Monday in February be-
ginning in February, 1920. The directors
who shall have been declared elected shall
meet on the day following such election
| (unless such day be n dies non, then on
the. next succeeding business day. and
elect the officers provided for in this
charter, who shall then and there proceed
| to transact the business of this company
Any vacancy existing or arising among
the directors by reason of death or resig
nation or otherwise in the interval be-
| tween the annual meetings of stockholders
shall be filled by election for the re-
mainder of the term of the Board by the
other Directors, even though no quorum
| remain among them.
The failure to elect directors on the day
above provided or to- hold the annua
meeting of the stockholders of the com
paDy, shall not operate to dissolve tn,
corporation or to affect its corporate ex
istence, but the directors then in Office
shall continue until their successors ar,
daily elected and qualified, and shall caus,
another election to be held by the stock
holders so soon as possible thereafter
after ten days notice thereof shall .hav,
been given in writing to each stockholde
at his last known address.
The officers of this corporation shall
be a President. one or more Vice-Presi
dents 1.-THE number to be left TO the dis
erection of the Board of Directors), a Sec
rotary and a Treasurer.
ARTICLE vI.-None of the stock o
, COrnOrafiOD med n
disposed of by anyeholder thereof unles
he shall first offer IL in writing for thirt
days to the Board of Directors at its the
| book value; and any sale or other dis
position, pledge or other encumbrance o
said stock shall be made subject to thi
! provision of the charter. II the Boar
of Directors shall fail to exercise its RICH
: to buy in said stock within said period
the holder thereof may make such dis
position of the stock as he desires.
mo transfer of stock shall be made o
be binding upon the corporation unles
made on the books Of the company an
{ pursuant to the provisions of this char
! ter"
r Thus done and passed at my office, 4
; the City of New Orleans, State of Louis
lana. in the presence OF Messrs. Herber
s. We'll and George w. Simons, eompeten
) witnesses, who hereunto sign their name
I on the day and date first above writer
7 after due reading of the whole.
: (Original Signed)
MARCEL KRAUSS, President.
; ALEXANDER KRAUSS, Secretary.
Witnesses:
Herbert 8. We'll,
Geo. W. Simons.
e ELDON s. LAZARUS.
Notary Public.
i, the undersigned. Recorder Of Mort
D cages, in and for the Parish Of Orlean,
5 State of Louisiana, do hereby certif
Y that the above and foregoing act o
!. amendment Of the Krauss Brothers Lum
e Der Company was this day duly recorde
in my office in book 1921, folio 1876.
s New Orleans, November 26, 1919.
(Signed) EMILE J. LEONARD, ID. r.
Q A true copy.
ELDON s. LAZARUS.
Notary Public.
4 Dec. 11-Jan. Is.