The herald. [volume] (New Orleans, La.) 1905-1953, 1922-04-20
CHARTER.

| number of shares owned by him bears
| to the number Of shares owned by all
other stockholders desiring to participate
in the purchase. No sale under fore
| closure, attachment or other process, or
| by virtue of any power of attorney, pledge
, or hypOthecatiOn, shall be validity made
until the foregoing requirements have been
complied with by the person or persons,
firm or corporation provoking such fore
closure or sale The board of directors
shall have authority, however, to waive
the above requirements to any particu-
lar hypOthecatiOn or pledge of stock, by
resolution adopted at a regular called
meeting of the board, or at a meeting
attended by all the members of the board
of directors, such resolution being adopted
in advance of the pledge or hypothecatiOn.
ARTICLE V-All the powers of this cor
pOratiOn shall be vested in and exercised
by board of not less than three
nor more than five directors, as de-
termined In advance eacn year by the
stockholders at the annual meeting. The
said directors shall be bOnafide stock
holders and shall each own at all times
one full paid unpledged share Of stock.
The first board of directors shall consist
of John III. Perez, who shall be president
treasurer; Julius W. GrOetSch. who shall
be vice-president: Ewald III. GrOetSch, who
shall be secretary; James ii. Ostheimer
and John j. McAdams.
The above named board of directors
and each succeeding board shall continue
successors are elected and qualified. The
persons TO be hereafter elected directors
for subsequent years shall select from
their own number observation-disclosures,
vice-president, and secretary.
ON the second Tuesday of March of
each year, unless the same should fall on
legal holiday. then upon the next fol-
lowing layday, the stockholders shall
elect a board of directors for the ensuing
year, the board OF directors, well
oil NN llAl hall
time in office until their successors are
elected and qualified.
Tho election of directors shall be by
ballot, and the persons receiving the ma
JOrity of votes cast shall be declared elect
ed. For electing directors or for any
other purpose, each share of stock shall
be entitled to one vote. whether present or
by proxy, but no fractional share of stock
shall be entitled tO.vote majority of
directors voting at any one time, in per
son or by proxy, shall be required to pass
any resolution or adopt any bylaws and
which when so adopted shall become valid,
corporate acts. In case of vacancy on the
board or among the officers from any
cause, the remaining members of the
board shall have the power to fill such
vacancy. Said board of directors shall
have power to enact such bylaws. rules
and regulations as, in their opinion, may
be necessary and proper for the manage
ment, operation and control of the bust
ness of said corporation.
ARTICLE VI-Notice Of all meetings
held for the election OF directors, or for
any other purpose shall be given in writ
ing by the secretary and may be served
dressed. fifteen O5) days before such
meeting is held. and directed to each
at his last known address, as
the same shall appear upon the books of
the corporation, unless said notice is
waived in writing by all of the stock
holders appearing upon the books. At all
meetings of stockholders a majority of
the votes cast in person or by proxy. shall |
be sufficient to elect or decide all ques-
tons voted upon, except for the altera- |
ton. amendment or the dissolution of the |
ARTICLE VII-This act of incorpora-
ton may be altered, amended, or mOdi- |
ned, or the corporation dissolved by q !
vote Of twO-thirds in amount of the capital |
stock represented at a general meeting of |
called for that purpose, after |
notice as provided in Article VI, of this /
charter. and in case of dissolution of the |
corporation the stockholders at such |
meeting shall elect three go liQuidating |
commissioners, who shall have entire |
charge of such liquidation. with authority |
to sell and dispose of the assets OF the
,orporation and TO fill vacancies occurring |
In their number
ARTICLE VIII-No stockholders shall |
ever be held liable or responsible for the
contracts or faults of this corporation, in
my 1urther sum than the unpaid balance |
Tue the corporation on the shares owned |
Dy him. nor shall any mere infOrmality in
have the effect of rendering
his charter null, or of exposing stock
holder to any liability beyond the amount
)f his unpaid stock.
Thus done and passed at my Office in
he City Of New Orleans, on the day.
month and year first hereinbefore written
N the presence of Frances Eisler and Ar
'hibald NJ. Stuhon, competent witnesses,
who hereunto sign their names, together
With said appearers and me, the notary,
liter reading of the whole
Names of subscribers omitted.
Witnesses: A. NJ. Suthon. +. Eisler.
CHAS. F. FLETCHINGER,
(SeaD: Notary Public.
/, the undersigned. Recorder of Mort
cages, in and for the Parish Of Orleans,
state Of Louisiana, hereby certify that
he above and foregoing Act of Incorpora-
ion of "COmus Restaurant, Inc.", was
his day duly recorded in my office in
book 1865 folio -.
New Orleans, La, March Is, 1922
(Signed): ROBT. SCOTT.
Deputy Recorder.
true copy:
CHAS. F. FLETCHINGER.
(SeaD: Notary Public.