The herald. [volume] (New Orleans, La.) 1905-1953, 1921-06-30
CHARTER.

Personally came and appeared J. Eugene
Pearce, president, and Hilton J. Herr-
mann, secretary, who declared TINT at a
special meeting of the stockholders OF
Pcarce Films, Incorporated, a corporation
organized by an act passed before Francis
z. Burns, notary public, on March IL i92l,
recorded in NJ. q. Il. 1858. folio 3l3, held
It the office of said Pearce Films, lncor-
GRATED. on June %, 1921, they We're au-
hOrized as president and secretary, re-
pectively, of Pearce Films, Incorporated,
; appears by certified copy OF the min
IteS of the, stockholders meeting hereto
attached and made part hereof. TO appear
before me, notary, for the purpose OF
amending the said charter of Pearce Films,
Incorporated
And the said appearers, as president and
secretary. respectively, OF the SAID Pearce
Films. Incorporated, and acting In said
capacities aforesaid and on behalf of said
corporation by virtue of the authority
conferred upon them at the aforesaid
special meeting Of the stockholders OF
Pearce Films, Incorporated, declared that
Article Five Of the charter of said Pearce
Films, Incorporated, passed before me,
notary, on March II. 1921, has been
! changed, altered and amended TO read as
follows, to-wit:
ARTICLE V-All the corporate powers
of this corporation shall be vested in and
exercised by IA board of directors COM
pOzed of five stockholders, each of whom
shall own in his own right, during his
III
unpledged share of the capital stock
which shall be shown by his written de-
claration, three go of whom shall con-
stitute a quorum for the transaction of
business.
The officers of this corporation shall
consist of a president, chairman of the
board, vice president, secretary and treas
urcr, all of whom shall be members of
the board of directors. Any two offices,
but no more. may be combined. if desired.
4nI hal hN- h.A nHnA
After the second Monday in March. 1928,
the board of directors, i'll its discretion,
may abolish the office of chairman of the
borad.
Members of the board of directors shall
have the right to vote by proxy, if for any
reason they are absent from the City of
New Orleans at the time of any meeting of
the board of directors.
The following named persons shall con-
stitute the first board of directors of this
No. Dunlcith Court. New Orleans. La;
Fred W. Pearce, Equitable Building, De
trOit, Michigan; Hippolyte Dabezies,
al-Commercial Building, New Orleans,
La; ST. Clair Adams. 1926 St. Charles
Avenue, New Orleans. La; Hilton J. Herr
mann, 1919 State Street Drive, New Or
leans, La; with J. Eugene Pearce as presi-
dent and treasurer; Fred W. Pearce as
chairman of the board; st. Clair Adams
as vice president, and Milton J. Herr
mann as secretary; and these officers shall
serve until the second Monday in March.
1923, or until their successors have been
duly elected and qualifd.
Thereafter the directors shall be elected
annually on the second Monday in March
in each year, beginning with the year 1923,
all elections Of directors shall be by bal
lot and each stakeholder shall be entitled
to one vote for each share of stock stand
ing in his name on the books of the cor
pOration, this vote to be cast in person or
by proxy. and 1t shall require a majority
Of the stock present or represented to elect.
Failure to elect a board of directors on
the second Monday in March, 1923. or an
nually thereafter, shall not work a for
feiture of this charter, but the old board
of directors shall remain In Office until
their successors are elected and qualified.
And the said appearers moreover de-
clared that in consequence of the foregO-
ing and pursuant TO the authority In them
vested by the stockholders of said Pearce
Films, Incorporated, they do hereby form
ally declare publicly and make known that
in the manner prescribed by law and
agreeable TO the provisions of the charter
of said Pearce Films, incorporated. Article
Five or said charter, passed before me.
notary, on March 1. 1921, has been changed
altered and amended as hereinabove set
forth and written, and they do hereby
direct and require that the stated change
and amendment of Article Five of the char
ter or Pearce Films, Incorporated. be re-
corded and published in the manner pre-
scribed by law, to the end that the said
change and amendment hereafter and at
all times be as hereinabOve set forth as re-
CARDS all persons that are now or may
hereafter become stockholders of the afore-
said company.
Thus done and passed at my office in
the City of New Orleans, on the day.
month and year here first above written.
In the presence of J. n. Swing and +. H.
hrause, competent witnesses who here
unto sign their names, with the said ap
bearers, and me, notary, after a reading
of the whole
Witnesses: J. n. Swing. f. II. Krause.
(Original signed): j. Eugene Pearce,
III. j. Hermann.
FRANCIS p. BURNS,
Notary Public.
i, the undersigned, Recorder of Mort.
cages, in and for the Parish of Orleans,
State of Louisiana, do hereby certify that
the above and foregoing act of amendment
or incorporation, Of Pearce Films. IncOr.
porated. was this day duly recorded in my
office in Book 1858, TO. =.
New Orleans, June "a 1921.
tSigned) ROBT. SCOTT, d. r.
a true copy.
FRANCIS P. BURNS.