The herald., 1922-06-01
CHARTER.


lied, fifteen days written notice shall
be given TO each stOckholder within
which time the present stockholders in
the corporation shall have the right to
subscribe to said increase of stock in
proportion To the number of shares of
stock held by them and which shares
shall be paid for at such time and in
such manner as the board of directors
may direct After the expiration of the
said time for subscriptions and pay
ment, the board OF directors may dis
pose of the shares not taken. for the
benefit Of the corporation, in such man
ner as they may think proper, at not
less than par.
ARTICLE Vino stakeholder shall
sell or otherwise dispose of any share
or shares of the capital stock of this
corporation until ten days prior notice
of such intent to do 50 shall have been
given in writing to the corporation,
during which time any one or more
of the stockholders shall have the
privilege OF purchasing said stock so
offered at the actual value. based upon
the books Of the corporation.
All transfers of stock shall be made
on the books Of the corporation by sur
rendering the certificate thereof to the
presiding officer. who shall write the
word cancelled" prominently across
the face thereof and erase the presi-
dents signature therefrom before Is
| suing new certificate.
ARTICLE NIII-At all elections OF
! by meetings OF lne SlOChtIolueS tttSn
| share shall be entitled to one Tote to
be cast either by the person in whose
name the stock appears on the books
| of this corporation at the time Of vOt-
| ing or by an attorney holding said
! stockholders written proxy.
ARTICLE IX-The business and cor
| pOrate affairs of this corporation shall
/ be transacted by board Of directors.
! of not less than three directors, nor
| more than five directors, To be com
I nf ~ hn .isrS hoy
and each of them shall be elected at
a meeting to be held for that purpose.
ANY vacancies in the board of direc-
tors 50 elected shall be filled by the said
den, 1914 st. Mary Street, New Orleans.
La; Sidney {. Ford 1871 Venus Street,
New Orleans, La; Louis \. POmpOneau.
1871 Venus Street, New Orleans, La. !;
nue., New Orleans. La, shall constitute
the first board of directors and
shall hold office until the first
constitute the first board of directors
Monday after the second Tuesday in
January, 1928. or until their successors
elected and qualified. and each
subsequent board shall have their
seats Immediately following their cleo
ton. or as soon thereafter as practi-
cable and shall hold their office until
their successors shall have been elect
ed and qualified. The directors here
inabove named shall elect their own
officers.
The officers elected and designated
to serve until the first Monday after
the second Tuesday in January 1928,
or until their successors shall be elect
! ed are as follows: LeOnora +. MADDEN,
! 1914 st. Mary Street New Orleans, La,
| president; Louis A. Pomponeau, 461l
| Venus Street, New Orleans, La, vice
! president; Sidney e. Ford, 1871 Venus
! Street, New Orleans, La, treasurer.
on the first Monday after the second
| Tuesday in January 1923 and annually
| thereafter. an election of directors, by
J the stockholders shall be held at the
! office of the corporation after fifteen
! days notice thereof shall have been
| given by publication in one OF the daily
| papers in this city, by three publica.
tons thereof during said time. the first
| to be made fifteen days prior To said
meeting. Every board of directors
| shall, at its first meeting after its cleo
| ton, or as soon thereafter as practi
cable, elect from their own number q
| president, vice-president and treas
urer. The board of directors shall alsC
| elect a secretary, who may or not be Z
member of the board. The office o.
! the secretary and treasurer may b'
/ filled by one and the same person at the
discretion of the board.
I \ failure to elect directors on tn
date above specified shall not dissolve
! the corporation, but the then eXistinl
board of directors shall continue in of
flee until their successors are elected
Fifteen days prior notice shall be glver
i'm the manner hereinabove provided
which notice shall be full and complete
notice to all stockholders of such meet
! ing.
Any director shall have the right tC
be represented at any meeting of the
! board of directors of this corporation
by an attorney holding said director S
written proxy.
The majority of the members of said
| board of directors shall constitute a
quorum for the transaction and man
agement of all business of said cor
poration. They may make such by
laws, rules and regulations as they may
! think proper for the transaction of the
| business and affairs of said corpora
ton. and change, alter and amend same
at pleasure. appoint and fix salaries OF
all officers, clerks and employees, the
| same to change and dismiss at pleas.
ure, fix salaries for officers provided
pledge, lease and purchase property
movable, immovable and personal, Dor,
row money. issue notes and bonds, LEND
| money, make contracts and sign anC
cause to he signed all necessary acts
deeds, etc, to take judicial proceedings
| in the name and on behalf of this cor
pOration. and to do all things which
may be necessary to be done in the
management of said business and may
be permitted by laws applying to cor
porations and declare dividends.
ARTICLE X-This act of incorpora
ton may be changed, modified or al
tered or said corporation may be dis
solved with the assent of two-third
of the amount of stock present or re
presented at any general meeting o
the stockholders of said corporation
convened for that purpose, after pre-
, viouS notice given in the manner here
inabove set forth in Article TX. Blu
any and all meetings of stockholders
whether for purpose OF liquidation o
, for any other purpose, may be held
, any time without notice, by unanimou
consent of all stockholders in writin
: filed with the secretary.
:, ARTICLE XI-The president, or &C,
q ing president may in his discretio
e one stockh Older, call a special meetin
!. of the stockholders of this corporation
5 ARTICLE XII-No stakeholder sha
= ever be liable or responsible for III
: contracts or faults of this corporatio
!, in any further sum than the unpai
D balance due to the company on tf
8 shares owned by or subscribed for B
e him. nor shall any informally in n
d organization have the effect OF render
= ing this charter null or of exposin
:, the stockholders to any liability.
= ARTICLE XIII-Whenever this CO
: poration is dissolved either by liquid;
!, fairs shall be liquidated under the 81
perintendency of three stockholders.
d be chosen for that purpose by I'VE
e thirds in the amount of the stockholt
8 ers present and represented at gel
h eral meeting of the stockholdei
e at which the election is held. Sa
r commissioners shall remain in offi'