The herald. [volume] (New Orleans, La.) 1905-1953, 1922-10-19
THE HERALD, ALGIERS, LOUISIANA
CHARTER.

| ing to the other stockholders through
| the Board of Directors at a price not
exceeding the book value thereof and
the stockholders shall have an option
and first right to purchase all the shares
| of stock to be thus disposed of by the
death, resignation or otherwise of any
of the stockholders of the corporation,
and shall have period of ten days in
which to accept or decline such offer of
stock Should the Board of Directors
or the stockholders decline to purchase
the said stock, then the stakeholder or
stockholders who made the offer to sell
or otherwise dispose of this stock may
sell or otherwise dispose of it in any man
ner and at any price that he or they
may see fit. But each share of stock Is
issued under the condition and under
standing that no stakeholder shall make
a sale or transfer of his stock in viola
ton of this provision, and such sale or
transfer. if made. shall be- void, and this
company shall be under no obligation
TO list said stock on its books or TO re
gard the holder of the certificate thereof.
ARTICLE TII-Tbe corporate powers
of this corporation shall be vested in and
exercised by board of three directors.
two of whom shall constitute Il quorum.
The directors of this corporation may
vote in person or by written proxy at any
of the meetings of the board of directors
and the board of directors may delegate
any of its powers to any officer or Off
GERS or any other representative of the
company by appropriate resolution TO that
effect.
/ The first board of directors of this cor
P0ratiOn shall be composed of the fol
| lowing: Edward Alba, Oswald Alba,
Charles Alba. with officers follows
Edward Alba, president; Oswald Alba,
ce-preSident: Charles Alba. secretary
treasurer. and they shall serve until the
second Monday of January. 1923. or until
! their successors are elected and qualified.
The directors shall be elected annually.
the second Monday of January Of each
/ year.
Notice Of such meeting shall he given
ten days prior to the date of the meet
| ing, in writing and sent to each stock
holder at his last known address.
Each stakeholder shall at such annual
| meeting or other meetings, general or
| special he entitled in person or by proxy
TO one vote for each share of stock owned
| by him.
| Elections shall be held under such rules
and regulations as may from time to time
be determined by the board of directors.
The directors when elected shall hold
office for one year or until their success
SorS shall have been elected and qualified
| and failure to hold the annual meeting of
stockholders or to elect annually the di-
rectOrS shall not operate the forfeiture OF
/ this charter or any rights Hereunder.
ARTICLE VIII-This charter or act OF
! altered or amended by and with the con
| sent of two-thirds of all the stock present
| at any meeting. general or special, held
/ for that purpose. and such amendments
may be material or immaterial subject
only to limitations as may be by law pro-
vided and this corporation shall have the
power to increase or decrease its capital
stock as herinbefOre set out, and any in
| crease in capital stock in excess of the
amount named herein as the amount To
which ii may be increased, may be made
by a three fourths vote of all outstanding
stock.
ARTICLE IX-NOtice of any and all
meetings referred to in this charter or
required by law, shall be given in the
manner provided for giving notices In
ease of elections. unless the same shall
have been waived.
ARTICLE Kin case of dissolution,
| liquidation or termination of this char
! ter, by limitation or otherwise, the af-
fairs of the corporation shall be liquid3ted
! by one or more liquidatOrs elected by the
stockholders, who may provide the num-
! Der of said liquidatOrs, and vest them
with such power and authority as may
| by law be permitted fix the terms and
conditions upon which they shall serve
and their compensation, and provide that
| in case of death or disability of any one
| of said liQiudatOrs, the remaining liqui-
| datOrs may fill the vacancy or continue
! to act on behalf of the corporation.
| Al Al-NO slOChnOIutT sball
| be liable or responsible for any costs
contracts. debts or faults of the corpora
| ton, or of any of its officers, nor shall
any mere infOrmality in organization
| have the effect of rendering this charter
null and void. or of exposing any stock
! holders to any liability beyond the IN
] paid balance due on the stock held by
him.
| ARTICLE XII-The subscribers hereto
| have written opposite their names the
number of shares subscribed by each OF
| them, and their post office addresses, Sc
| that this charter may serve as the sub
! scriptiOn list of the corporation; all OF
| which subscriptions are payable in the
| manner and form set out herein.
Thus done and passed at my office, in
the city of New Orleans. on the day and
in the month and year herein first above
written. and in the presence of VIM. Ma
son Smith. Jr., and Paul +. ChaseZ. com
petent witnesses, who have hereuntC
| signed their names with the said ap-
bearers and me, notary, after reading OF
| the whole.
Witnesses: Vim. Mason Smith, Jr, Pau
+. Chaser.
ORIGINAL SIGNED)
! (Names of subscribers omitted.)
WILLIAM J. GUSTE.
Notary Public
Recorded in Parish of Orleans, NJ. O.
II. 1879, folio -.
| \ true copy:
| (SeaD WILLIAM J. GUSTE,
Notary Public
Sent. 14-Oct 10