The herald. [volume] (New Orleans, La.) 1905-1953, 1922-03-30
CHARTER

stockholder in this cornn, oecOnin,
whom take such stock snhiaeaion, ali /
visions hereof, and an nIsdat 70 TIE
cations or other encumbrasS' hyposs
stock, shall be subject bers,ces d -
ARTICLE V. Except a.
herein provided, all the now. otherr,
corporation shall be vested Vtmets % M
clsed by a Board of not IesS and ~
or more than seven directo. tasn u
whom shall own in his own ~ Each y
one (ly fuil-paid and unpledrs1l At a.
the capital stock. The frst snaa \
ana. la H naii consist Of three SSn {
anu s Snit noard shaIl have the nSarseeaa
the hrst year of the COrDnra, power 4
by unanimous vote, TO incrsasee etsss$
Der of directors to anv the In
exceeding seven and to NH ,umbe, !.
thus created. Thereafter RI 'ue uCanr.
at the annual meeting each s'ockAOlSs
election of directors shall desh fOt N
number Of directors for the olgnate N
The said Board of Directo.s IA,
elected annually, by ballot, AZ =. asQ
meeting OF the corporation to tne anu
Tue last wednesday in Janua,v ned
ScaT, after notice given to each ~
noiueT' Dy man. addressed to hi sei
!asl hno"h postothce address ~ Z
ten tlO) days before the a.. "a
meeting. The Board of 6ae Of d
their first meeting following aaes'orS 4
election, shall elect from tbaicn anu
| a President, one or more Vica nnnAs
and also (but not necessariiv tresldets
number) a Secretary. Treasure, nOm he
other officers as they NAV end M
sary. The Board shall bavs eem hesS
its discretion, to unite two pOWs d
offices and to confer the sams VI NJ
person, or to dispense with SPoa u
All 0fhcers and directors shall boII. 0tte
until tnelr successors are elec,Ss oiia
quanneu, ana failure to elect AZ u
on Tue uate specified herein shall NJ.
directors or officers, but djraosly o.
officers then in office shall . n
office until their successors .e@sn d
or qualified. Three directors elects
stltute quorum, unless the Roasa o.
consist of three, in which s va
directors shall constitute a oro,uu NJ
any meeting of the Board 30 p' a
any absent director may be ,on unetsa
by any other director, who NAV P ass
vote OF said absent director acco,slN .
the written instructions, whether rst.I
or special or said absent director H.. ~
meetings or the Board may be c,ra 49, !
the President, or upon demand ~
two directors must be so called "
meetings the business of the co. a. tln
may be transacted. ''POnua
The directors are authorized IA
.and establish, as well as alter ana "a. -.s
all bylaws, rules and regulations -.
sary and proper for the support ara -
agement of the business and ags,.-
the corporation not Inconsistent w,,a =
charter; to direct and determine a..
and disposition of. any surplus 4,
profts over and above the canitsI -
paid in; to issue and deliver notes Nv. 49,
or other obligations Of the said ,orr..a
in payment for money, labor or So
or property or rights actually ,cs.-,
and received by the corporation 4. ~
terms as the directors NAV think 80
and generally to do all such tbirs.
may be necessary or convenient and n,,.
er to carry out the purpose for rss
this corporation is organized. and "a !,
ercise its corporate powers; provas,
the President shall have AUTHORITY ria
out referring, to the directors IA ~
lease, assign, transfer, convey. eneunhr
or otherwise dispose Of and deliver an !.
the property of the corporation. NM,
such terms and conditions and for nj
whether in cash. bona,
notes, obligations, stock in other ses.
panies, or other property, as in his d.
erection he may deem advisable: Ia bo.
row money, to execute mortgages i'm,
notes, pledges, bonds or other obAu.
lions, in such amounts and on such tern,
as in his judgment may be deemed A
yantageous. Vacancies occurring in IN
Board Of Directors may be filled for d,
remaining term of the Board BY the n
naming directors or director whether
quorum remain or not. Special nee,
ings Of the stockholders may be ea1s
by the Board at any time, and shall b
called at the instance of the shareholder
holding twenty-five per cent Us per cent
of the stock Of the corporation; and 4
all such meetings notice shall be givu
In the manner provided as to anna
meeting; provided, that in all cases ii
notices may be waived. A quorum
any meeting Of the stockholders Ihlr
consist Of a majority of the voting sei
OF the corporation, represented in pum
or by proxy. A majority of such quorr
shall decide any question that may eons
before the meeting. Until the next a.
nual meeting Of the stockholders for sIet
ton OF directors, to be held under tlh
charter on the last Wednesday In Jam
airy, 1923, or until their duly quaisx
successors are elected and installed, IN
Board Of Directors shall be composed Il
Leo Fellman, postoffice address SIS b
rome street, New Orleans, La; Celn
Fellman Elias, postoffice address " 81
street, New York, N. Y; Laurel fA
man, postoffice address 3l5 Baronn
street, New Orleans, La, and such otAs
members as may be provided for is
elected by the Board under the sbsn
with the said Leo Fellnn
as President and said Laurel Fellnu =
ARTICLE vi. Whenever this corpef
ton Is dissolved. either by Limitation 4
time or by determination OF the stool
holders, its affairs shall be lidudiie
under the supervision of three 90 LOU
dators to be appointed for that purpee
ut a general meeting of the stockholdsn
after at least fifteen tl5) drS
notice, which shall be sent by mall
all OF the stockholders, at thef -
known postoffice address, or II no QUE
postoffice address is known, to the -
eral Delivery at New Orleans, and shn
lays in one daily newspaper pubnsss
n the city of New Orleans. In case =
ieath. resignation or inability to act
,ne Of the liquidators, the vacancy SAN
De filed by the remaining liquidaton
The said liquidstors shall remsin ,
office until the affairs of the corponM
shall have been fully settled and hqS
lated. and shall have full power ~
authority to transfer and give tik
Ill assets and property Of the eofpen
ion, by public or private sale. ana
distribute the proceeds.
ARTICLE VII. This act Of ineolpoT
ion may be modified. changed, ahas
,r amended, or said corporation may
dissolved with the assent OF tvo-us
2-3) Of the entire outstanding eipn
took, at a general meeting OF the - 80
FOLDERS convened for that purpose, ~
previous notice shall have been gives
he same manner as provided ir Az
II for notices of meetings for the
ion Of liquidators. Any increase
rease in the capital stock which nu
or made shall be made
ordauce with the laws OF the SuN
louisiana, on the subject OF alternk ~.
mount Of capital stock Of eorpcfau'
70 stakeholder shall be held liaple
ponsfble for the contracts or fauN, 80
aid corporation in any further sum
he unpaid balance due on the snsi -
took owned by him, nor shall Al!
In organization have tns -
Z rendering this charter null 2,
ng any subscriber to any iiaoin"