The herald. [volume] (New Orleans, La.) 1905-1953, 1922-08-10
CHARTER.

number the officers of this corpora
ton. who shall be a president, not more
than two vice-presidents, a secretary
and treasurer. The offices of secre-
tary and treasurer may be held by the
same person.
| The failure to elect directors or Of
ficers, as herein provided for. shall not
! result in the dissolution of the cor
tors and officers shall hold their respec-
| tive offices until their successors are
duly elected and qualified.
Special meetings of the shareholders
may be held and ordered by the board
| of directors and must be held upon the
request of not less than twenty-five per
| cent of the outstanding stock, after
| fifteen days notice to each stock
| holder. stating the object or objects of
| said meeting. Any vacancy occurring
| on any board of directors shall be
/ filled by the demaining members of
! said board for the unexpired term, at
| a meeting called for that purpose, after
| ten days prior written notice, the di-
| rector or directors so elected to hold
| office until the next annual stock
| holders meeting, but should il be i'm
| possible. for any cause, for any vacancy
! or vacancies in the board of directors
to be filled by the directors. such va
cancy or vacancies may be filled by
| the stockholders. at any meeting called
| for that purpose by the president.
| Any and all directors meetings, the
notices for which are not herein speci-
| fically provided for, may be called by
any officer of the corporation upon ten
days notice by mail. Any director
shall have the right to authorize and
| appoint any shareholder to vote for him
at any and all directors meetings, and
such proxy shall have and exercise all
of the powers of such director appoint
ing him.
Whenever 1T is provided in this act
that either directors or stockholders
meetings may be held after certain
prescribed notices directors
stockholders, il is understood and
agreed that any and all directors and
stockholders meetings may be held
without notice whenever lawful, provid-
ed all directors or stockholders. as the
case may be, waive notice in writing or
are present in person or by proxy AT
such meeting or meetings.
The board OF directors snail nave full
control of the property of this cor
poration and shall conduct. manage and
use the same as in their discretion they
deem best and that is consistent with
the objects of the company and its well
fare and they shall have the power to
make, alter and annual such bylaws.
rulse and regulations as they may
think proper. They shall have full
power to buy. sell, mortgage, pledge
and lease any and all of the property
of this corporation whenever in their
judgment they deem such acts neces-
sary and proper and to issue bonds and
obligations and to assume the same; to
make all leases, contracts and agree
ments to appoint such agents CLERKS
and employees as they deem best, and
to fix their salaries, terms of office and
to dismiss them at said boards pleas
ure and to determine and fix the
salaries of the several officers herein
provided for any to perform any and
all acts necessary or proper to carry
out the objects and purposes for which
this corporation is formed.
The first board OF directors and Off
GERS, who shall serve until the annual
meeting to be held on the third Monday
of January, 1923, or until their success
sors are duly elected and qualified shall
be: Frederick w. Sinclair, 701 Howard
Avenue, New Orleans, La. who shall
be president; VIM. B. Sinclair, 7O1 How
ard Avenue. New Orleans. La. who shall
be first vice-president; Robert Levert,
his Marengo Street, New Orleans. La,
who shall be second vice-president: AL
fred NJ. Barnes. 1O2 Webster Street.
New Orleans. La. who shall be secre-
tary; Temple boswell. 1885 Zimple
Street, New Orleans, La, who shall be
treasurer.
ARTICLE vI-This charter may he
altered or amended and this corpora
ton may be dissolved by vote of two
thirds of all outstanding stock at a
meeting of the shareholders. duly con-
vened for that purpose by the board of
directors or by the president upon the
written request of not less than twenty
five per cent of the outstanding stock
after fifteen days notice mailed to each
shareholders last know naddress.
But the capital stock of this CORPORA
ton shall not be decreased by such |
to namount less than the |
corporate Indebtedness and no amend |
ment shall be made changing the OBJ
1ects and purposes of this corporation
without vote of all outstanding
stock. and the capital stock shall not |
be increased beyond the amount herein |
named as the sum to which the capital |
stock may be increased except by
vote of three-fourths of all outstanding
stock
Whenever in the judgment of the
BOARD OF directors it shall be deemed |
advisable that this CORPORATION shall
be dissolved. the board shralL, within
ten days after the adoption of a resolu-
ton to that effect, by a majority of |
the the whole board at any meeting called |
Tor that purpose, of which meeting each
director shall have received at least
three days notice, cause notice of the
adoption of such resolution to be mailed |
TO each stakeholder. together with a no. /
tlce or a meeting of the stockholders to |
be held at the office of the CORPORATION /
10 act upon the resolution so adopted |
by the board The stockholders meet /
ing shall be held at any hour fixed by |
the board on the day mentioned be- |
tween the hours of 1000 a. m. and 90 |
p M, for the purpose of voting upon
such proposed dissolution
henever all of the stockholders shall |
consent in writing to a dissolution. NJ |
meeting or notice thereof shall be |
necessary.
ARTICLE VII-whenever this cor
poration is dissolved by Limitation OR
otherwise. its affairs shall be lidui-
dated under the supervision of thr go
liquidators. elected by the stockholders
and chosen from among the stock
holders, which liquidators shall he
elected at meeting of the share
holders. called for that purpose under
the terms and conditions of Article Six
of thischarter
Said appearers further declared that
in their representative capacities and
as authorized by a resolution hereunto
annexed, and to carry said resolution
into effect by executing the present act
and by taking all other necessary steps
provided by law and charter. necessary
to amend this charter in the respects
hereinabove set forth. they have APP
peared before me. notary. to execute,
and do execut this act for tn above
purposes.
Thus done and passed at my office
In the City of New Orleans on the 18th
day of July. 1929. in the presence Of
John May and Edwin K. Huey compe-
tent witnesses and residents of the CITY
OF New Orleans, who have hereunto at
fixed their signatures. together with
those of said appearers and me, notary,
after due reading of the whole.
(ORIGINAL SIGNED)
F. w. SINCLAIR, Pres,
]. TEMPLE BOSWELL. Treas.
(SeaD: CHAS. F. FLETCHINGER.
Notary Public.
j. the undersigned Recorder of Mort
cages, for the Parish of Orleans. State
OF Louisiana, hereby certify that the
above and foregoing act of amendment