The herald. [volume] (New Orleans, La.) 1905-1953, 1921-03-17
Mrch 3-Apr 6.
FER ESHLEMAN 4 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 hide
pendence of the United States of America.
the one hundred and forty -hfth; before
me. Felix Joseph PUG, Il 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 ap-
peared Walter X. Stauffer, of the full age
of majority and a resident of this city, and
Drausin Ferret, of the full age of ma
jority and a resident of this city. Said
appearerS acting herein respectively as
president and secretary treasurer. of the
Stauffer EShleman and Company, Limited,
Il corporation dOmiciled i'll this city iIt
cerPOrated by an act passed before Felix
Joseph PUG. Notary Public, on June Both.
1904. and recorded in the Mortgage Office
of this city, in Book 151. folio 5l1. acting
herein under and by virtue of a resOlu-
ton of the stockholders of said Stauffer
Eshleman & Co. Ltd. adopted at a meet
| ing held at its dOmicile. in this city, on
January 9th, 1921: duly certified copy
annexed for reference. Who mutually and
| severally declared that. at said special
meeting of the stockholders of said cor
| poration. which was convened and held as
/
| 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
| and amended, so as to read as follows,
| tO-wit:
T. thn -
| of this corporation shall be vested in and
| exercised by a Board of Directors to be
| composed of not less than five nor more
than eight stockholders. to be elected on
the first Monday of July of each year I'M
less said day be legal holiday and then
on the next Bank day thereafter. All
| such elections shall he by ballot and con-
Quoted at the office of the corporation un-
der the superintendent of two commits
| sioners to be appointed by the Board of
| Directors; and of such election written
notice shall be mailed by registered letter
\ 10 the pOstOffice address of each stock
holder who has in writing designated his
| pOStOffice address, not more than twenty
and not less than ten days Counting the
| day of mailing the day of electiOn) prior
/ to the date of such election. Should any
| stakeholder fail to designate his postoffice
| address in writing. 1t shall be sufficient to
| mail to him a letter addressed to General
| Delivery, City of New Orleans. Each
| share of stock shall be entitled to one
written proxy. and majority of the votes
east shall elect. Any vacancies occurring
among the Directors by death. resignation
or otherwise, shall he filled by election for
the remainder of the year by the remain.
ing Directors, failure to elect Directors on
the date above specified shall not dissolve
| or affect the corporation, but the Direc-
tors then in office shall remain in office
until their successors are elected and quail
fed. and shall cause another election to be
held as soon as possible thereafter, after
due notice thereof shall have been given
for the time and in the manner above pro
vided.
Three Directors shall constitute "A QUO
rum Tor the transaction of any business
and the Board of Directors at their frs
, meeting following each annual election shall
elect one of their own number to be presi
dent, another TO be vice-president. shall
| also elect n secretary and treasurer. anC
may elect an assistant secretary and as
sistant treasurer. The secretary, treasurer
assistant secretary and assistant treas
= urer need not be members of the Board
The Board shall have power in their dis
erection. TO unite the offices of secretar!
and treasurer.
The said Board of Directors may appoin
an executive committee of the Board. I,
consist of four Directors. two of whom
, shall constitutes quorum with power q
act, and the Board of Directors may dele
gate to said executive committee from tim
to time as they see nit any and all of tn
powers vested in them as Board Of hi
, rectOrs. and may also appoint from tim
to time such officers clerks agents o
} other employees as they may deem neces
sary, provided that the Board shall no
: have power TO appoint or elect any officer
clerk. agent or employee for a fixed term
but all shall hold Office only at the pleas
; ure of the Board. And said Board ma!
make and establish. as well as alter AM
amend. any and all bylaws, rules ant
, regulations necessary and proper for tn
, management and control of the bushes
and affairs of this corporation.
Said Board shall also have full powe
: and authority TO borrow money, execut
mortgages. issue notes or other obligation
necessary for the proper carrying on o
the business of the corporation; as ais
to issue and deliver full paid shares o
stock of the said corporation in paymen
+. of money borrowed or property actuall
: received by said corporation.
. Any Director shall have authority L
appoint in writing n stakeholder not al
ready a member of the Board 10 repre-
, sent him as a Director at Board meetings
9 or he may appoint In writing any othe
, Director. and in such event such absen
, Director shall be counted as IL >personall
present at the said Board meeting for pur
poses of quorum, voting and for an.
and all purposes.
/, The first Board of Directors Of this cor
, poration shall consist of Walter r. Stauf
: fer. Benjamin +. Eshleman. ID. Perrett
, William z. Stauffer and Henry NJ. Preston
with Walter r. Stauffer as president
I Benjamin f. Eshleman as vice-presiden
and general manager. ID. Perrett. a
shall remain in Office until the election I
be held in July 1875 or until their sue