The herald., 1921-04-07
NIrch 3-Apr 6.
AMENDMENT OF CHARTER OF STAUF-
FER ESHLEMAN & CO., LTD,
FEBRUARY 81, 1921.

FER ESHLEMAN & CO., LTD,
FEBRUARY 81, 1921.
United States of America, State of Lou
lana, Parish of Orleans, City of New Or
leans Be it known. That on this twenty
first day of the month of February, in the
year of our Lord one thousand, nine hun
dred and twenty-One. and OF the indie
pendence of the United States of America.
the one hundred and forty-ffth; before
me. Felix Joseph PUG, a notary public.
duly commissioned and qualified, in and
for the Parish of Orleans, State of Louis
lana therein residing, and in the presence
of the witnesses, hereinafter named and
Undersigned; personally came and APP
peared Walter X. Staufier, of the full age
of majority and a resident of this city, and |
Drausin Perret of the full age of ma
jOrity and a resident of this city. Sald |
appearerS acting herein respectively as !
president and secretary treasurer. of the |
StaufTer Eshleman and Company, Limited. !
corporation dOmiciled in this city in |
corpOrated by an act passed before Felix
Joseph PUG, Notary Public, on June 10Th,
1904. and recorded in the Mortgage Once
of this city, in Book 75l folio 5lI. acting
herein under and by virtue of resolu-
ton OF the stockholders of said Staulfer
Eshleman & Co, Ltd. adopted at meet
ing held at it's dOmicile, in this city, on
January 9th, 1921; duly certified copy
of said stockholders meeting being hereto
annexed for reference Who mutually and
severelly declared that, at said special
meeting of the stockholders of said cor
pOratiOn, which was convened and held as
aforesaid, on January 9th, 1871, accord
| ing TO law, the following amendment TO
Article " of the charter of said corpora
| ton. was adopted by unanimous vote Of
| the stockholders of said corporation. pres
| ent in person and by proxy at said meet
ing being all of the stockholders of said
corporation.
Article ". of said charter was recast
| nd cd n s.
| to-wit:
| ARTICLE Iv.-All the corporate powers
of this corporation shall be vested in and
| exercised by Board of Directors 10 be
composed of not less than five nor more
than eight stockholders, to be elected on
the first Monday of July of each year un-
less said day be legal holiday and then
on the next Bank day thereafter. All
such elections shall be by ballot and con-
Quoted at the office of the corporation I'M
der the superintendent OF two commls,
sioners to be appointed by the Board of
| Directors; and of such election written
notice shall be mailed by registered letter
to the postOfice address of each stock
holder who has in writing designated ms
pOstoffice address, not more than twenty
and not less than ten days counting the
day of mailing the day Of electionl prior
to the date of such election. Should any
| stakeholder fail to designate his pOstoftct
address in writing 1t shall be sufficient Ia
mail to him a letter addressed to General
Delivery, City Of New Orleans. Each
share of stock shall be entitled to one
| vote, to be cast either in person or by
written proxy and majority of the votes
cast shall elect. Any vacancies occurring
among the Directors by death, resignation
, or otherwise, shall be filled by election FOL
the remainder of the year by the remain
ing Directors, failure to elect Directors eT
) the date above specified shall not dissolve
or affect the corporation, but the Direc
tors then in office shall remain in once
| . Aa,r ole cd a
= fed, and shall cause another election to b.
held as soon as possible thereafter, afte
due notice thereof shall have been givel
I for the time and in the manner above pro
vided.
v Three Directors shall constitute quo
4 | rum for the transaction of any business
and the Board of Directors at their mrs
:, meeting following each annual election shal
2 elect one of their own number 70 De pres
L dent another to be vice-president. shal
| also elect a secretary and treasurer, an
8 may elect an assistant secretary and as
v sistant treasurer. The secretary, treasurer
s assistant secretary and assistant treas
: urer need not be meslbers of the Boart
|. The Board shall have power in their DIS
II erection. to unite the offices OF secretar
II and treasurer.
/ The said Board of Directors may appoiI
= an executive committee Of the Board,
~ consist of four Directors, two OF whol
:. | shall constitute a quorum with power
T.,
gate TO said executive committee from tin
n to time as they see fit any and all OF u
n powers vested in them as Board or ID
n, rectOrs. and may also appoint from TIN
II, to time. such officers, clerks, agents
In other employees as they may deem nece
sary, provided that the Board shall n
n. have power to appoint or elect any once
clerk. agent or employee Tor nxed teri
.c but all shall hold Office only at the plea
% ure of the Board. And said Board m;
n make and establish. as weh as alter al
ls amend. any and all bylaws. rules al
70 regulations necessary and proper for q
IT. management and control of the buslne
and affairs of this corporation.
We Said Board shall also have full pow
- and authority to borrow money. execu
~ mortgages issue notes or other obligatio
and generally to do all things reasonab
or necessary for the proper carrying on
on the business of the corporation: as al
ar TO issue and deliver full paid shares
nd stock of the said corporation in payne
er. Of money borrowed or property actual
ne received by said corporation.
he Any Director shall have authority
ain appoint in writing stakeholder not
m ready a member of the Board to rep
Oh sent him as a Director at Board meetln
M. | or he may appoint in writing any OIL
Nv Director. and in such event such abs
he Director shall be counted as If persona
present at the said Board meeting for p'
poses of a quorum, voting and for a
III and all purposes.
~. The first Board Of Directors of this c
no poration shall consist of Walter X: Sta
va, fer. Benjamin +. Eshleman, ID. PERI
=, William r. Stauffer and Henry NJ. Prest
~ with Walter r. Stauffer as preside
ma Benjamin +. Eshleman as viee-presid
or- and general manager, ID. Perrett'
secretary and treasurer; sald Dlrect
shall remain in Office until the election
Ill be held in July, 1905, or until their s
OK cessors are elected and qualified. the arc
said officers, however, holding their ON
his only at the pleasure Of the Board ana