The herald. [volume] (New Orleans, La.) 1905-1953, 1921-08-11
CHARTER.

E a
urer and Secretary. vino shall be MEM
hers of the Board of Directors, except the
Treasurer and Secretary, who need not De
members of the Board Of Directors, and
these latter offices may be combined or
separate.
The following named persons shall con-
>titute the first Board of Directors IL. &.
Davidson, 1928 State street New Orleans
La; James III. Davidson, 1923 stat" street,
New Orleans, La; Edward \. Thomas, $3.50
Fairfield avenue. Shreveport, La; II. L.
Thomas, 20j5 Prytanla street, New Orleans,
La, Charles W. Bartc,, S2I State street,
New Orleans La. and the said II. 9. Day-
idSon shall be President, the said James
IL. Davidson v-President and William
Heard shall be Secretary Treasurer.
No person shall be eligible as director
OF as an officer who is not a stakeholder
Of this corporation. During the absence OF
the President the Vice President shall act
and preside said Board Of Directors and
officers shall continue in Office until the
second Wednesday of January. 1922. and
until their successors are elected and quail
ned. on which date, and thereafter an
uually, Board of Directors shall be
elected. unless the same shall be holiday,
when such election shall be held on such
next legal day thereafter. Notice Of such
election shall be- given by written or
| printed notice, fifteen U5b days previous
| to said election, and sent by mail to the
last known address of each stakeholder,
| as shown by the books of the corporation.
| and the Board Of Directors shall appoint
|
| election as commissioners. in the event of
| the failure of any commissioner or com
misSioncrS to attend, the President shall by
| appointment MI the vacancy. failure
| from any cause whatever to elect directors
| IN the day named for that purpose shall
| not dissolve the corporation. but the di.
| rectorS then in Office as well as the officers
| of the said corporation, shall hold over
| Until their successors are chosen and quail
| iHed. In such event the President shall
| 'ause another election to be held within
| thirty t3O) days and shall give notice
| thereof as herein above provided. At every
| election and meeting each stakeholder shall
| De entitled to one vote for each share of
| stock registered in his name and may vote
by written proxy. The election of directors
shall be by ballot and the majority In
amount of votes east, each share Of stock
voted upon to be counted for one % vote.
| shall elect the person or persons for whom
they have been cast. After each election
the Board Of Directors shall elect from
| their own numbers the officers of the cor
noration, except the Offices of Secretary
and Treasurer.
| ARTICLE V-The Board of Directors
| shall have full power to dll vacancies in
their number caused by death, resignation
or otherwise, from among the stockholders
/ Of the corporation. The said Board of Di-
recctors shall have full control of the prop
erty of this corporation, and shall so con-
duet, manage and use the same as In their
discretion they deem fit, and as is consis-
tent with the objects Of the company or
the welfare of the same. The said Board
of Directors are further authorized to
frame and adopt such bylaws, rules and
| regulations as the affairs and business of
the corporation may require and as they
may deem necessary for the management
thereof provided the same shall not con-
flict with this charter or with the laws OF
the United States or with this State. The
said Board of Directors shall elect or ap-
point such other officers, agents, EN-
plOyees, servants and clerks as they may
deem necessary for the conducting of the
Df
powers, fix their compensation and terms OF
service, with the right to dismiss them at
said boards pleasure and said board shall
have the right to fix and determine the
| salaries of the several officers herein pro-
vided for and to define the powers so dele
| gated TO them.
| A director of this corporation shall nave
the right to vote by general written proxy
| on all questions of administration, such as
| the manner of conducting the business of
the corporation, but in case the corporation
desires to exercise its corporate power
| through the Board of Directors by selling
out its business in bulk, the directors can
: | only vote by proxy where the written
proxies specifically define the object to be
voted upon and how the same shall be
| cast.
changed. modified or amended, ct this cor.
| poratiOn may be dissolved general
meeting of the stockholders convened for
{ the purpose with the assent of two-thirds
Il
| or represented at such meeting, all as pro-
1 | vided by Act 267 of 1914. Fifteen (15l days
|, | notice of such meeting shall be given in
y one daily newspaper published in the City
o Of New Orleans. In case of dissolution or
! termination of this corporation, either by
. limitation of it's charter from any other
cause, the liquidation of its affairs shall be
> conducted by three commissioners selected
| from the stockholders, with like assent and
!, at meeting called for that purpose, as
| above set forth. Said commissioners shall
II ...E., L.. AGrtn ha asEG a. Ql
| corporation shall have been duly hqui-
dated. In case of the death of one or more
of said commissioners then the survivor or
=. | survivors shall continue to act.
ARTICLE Vino stakeholder Of this
| corporation shall ever be liable or respon-
; | sible for the contracts or faults OF this
. | corporation in any further sum than the
Q unpaid balance due this company on the
| | shares of stock subscribed for and owned
I by him, nor shall any informality in con-
: | nection herewith have the effect OF render
ing this charter null or exposing a stock
: | holder to any liability beyond the unpaid
. balance, IL any, on his stock.
I Thus done and passed, In my notarial
g Office, In the City of New Orleans, State
q of Louisiana, on the day, month and year
o herein first above written, in the presence
o Of Anna Sentilles and Aurora Edgar, COM
, petent witnesses, of lawful age, and resi-
T dents of this city, who hereinunto sub
4 scribe their names, together with the said
s appearers. and me, notary. after due read
a clare that they have affixed opposite their
n names the respective number Of shares of
6 capital stock subscribed for by them, and
e that they declare this to be their stock
II subscription list:
(Signed) ii. c. Davidson, 1923 State St.,
S New Orleans, La, 2195 shares; III. T.
d Thomas, 2033 Prytania St., New Orleans.
: La share; c. w. Bartels, 327 State ST..
e New Orleans, l share; w. A. Heard. 1900
/ State St., New Orleans, 1 share; J. III.
h Davidson, 1923 State ST., New Orleans,
o share; f. A. Thomas, by J. III. Davidson.
II Shreveport, La, 1896 Fairfield avenue. ]
! share.
% Witnesses: Anna Sentilles, Aurora Edgar
RUDOLPH J. WEINMANN.
Isl Notary Public.
/, the undersigned, Recorder OF Mort
is cages. in and for the Parish of Orleans
d State of Louisiana, do hereby certify that
J. the above and foregoing Act Of Incorpora.
II ton, of the Davidson Dental supply Co.
If Inc, was this day recorded in my Office
X in Book 1253 folio 100. New Orleans, July
a 10, 1921.
,r ROBERT SCOTT, by. r.
r A true copy.
10 RUDOLPH J. wEINMANN.
ID Notary Public.