The herald. [volume] (New Orleans, La.) 1905-1953, 1922-11-23
CHARTER.


less than par in payment for prOpert
actually purchased by or services rel
r dered to this corporation at such time
and in such installments as the Boar
or Directors may direct.
The amount TO which the capital stoc
. or this corporation may be increased
hereby fixed at the sum of One Hun
dred Thousand Dollars, divided into an
the par value of One Hundred Dollar
each, and said stock or any part thereo
may be issued on complying with tn
requisites of the law, and said stoc
so issued may DE paid for in cash o
may be issued at not less than par i
payment for property actually purchase
by or for services rendered to this cor
pOTation ut such times and in such in
Stallments as the Board OF Directors ma
direct.
No stakeholder shah sell his share
III this company without having frs
offered same TO the Board of Directors
and said Board shall have the right [,
purchase the same for the benefit of tn
other stockholders within ten days there
last annual statement.
There shall be written or printed
across each certificate of stock "Thes,
shares shall not be transferred, excep
i'll the manner required by the charter
| ana bylaws of this company"
ARTICLE V. All the powers of thi,
, corporation shall be vested in and OK.
ercised by a Board of Directors to be
,
less than three stockholders, as may be
determined by the Board of Directors ia
be elected annually on the second Mon
day of January Of each year. and a
quorum for the transaction of all bust
ness, and majority of votes cast shall
decide all questions; all such elections
shall be conducted at the office of this
corporation under the supervision of two
commissioner to be appointed by the
president. Notice OF such election and
of all other meetings of stockholders
whatsoever. unless waived in writing
shall be given personally or by deposit
ing in the United States pOstOfice in
New Orleans, at least fifteen days be-
fore such meeting, notice of the hold
ing thereof, incosed in a postpaid wrap
per, addressed to each stakeholder at the
last address furnished TO this CORPORA
zion by said stockholders, at the last adj
dress furnished to this corporation by said
stockholders, and in the event that no
address Is furnished then addressed
General Delivery New Orleans. At
least two days before said meeting
to vote shall be open to inspection by
the stockholders at the place of said
meeting. At said election and at all other
meetings of stockholders the voting shall
he entitled to one vote for each share
of stock standing in his name on the
books of the company, to be cast in
person or by proxy.
fut! per centum or the outstanding
capital stock of this corporation shall
constitute quorum at any and all meet
lngs for the transaction of any and all
business, except as otherwise provided
ut any said meeting shall decide all
questions, except as otherwise provided
by law or by this charter.
Vacancies occurring in the Board of
directors because of death, resignation
or otherwise shall be filed by the re-
naming members of the board by selec-
ton from the other stockholders
The failure to hold an annual election
Or 10 elect directors above provided
snail not dissolve the corporation, but
snail cause an election to be held as |
soon as possible thereafter. notice of |
which shall be given as above provided |
'or the holding of the annual meeting |
ne then directors and officers shall re- |
main as such until their successors have |
'een duly elected and shall have qualified.
The Board of Directors shall within
rom their own number a president and
vlce-president. and shall also elect a
ecretary and treasurer. and shall have
'ower to combine the offices of secre-
airy ana treasurer in one person.
The Board Of Directors shall have the
ower of delegating all or any of its
over in the transaction of the business |,
TINS corporation to committee or
of its own body. or to off
ers ana agents of this corporation, and
ne Board of Directors may appoint ,
rom time to time such officers. man
gers clerks, agents or employees as
ne conduct of the business of this cor
Grafton and such officers, managers, ,
Jerks, agents and employees shall hold !
nice only at the pleasure of the board
Any and all directors shall hold office {
the pleasure of the stockholders, who
ay at any general meeting for that
hrp0se, on notice as above provided for ]
lie holding of the annual meeting of S
declare such dictatorship
icant and elect their successors. and II \
laIl be the duty of the president or s
cretary TO call meeting for that pur- l
use at the request in writing of ten per e
mum MUM OF the capital stock Of this cor p
'ration then outstanding. ;
The Board of Directors shall have the
'wer to adopt bylaws for the govern n
ent or this corporation, and to alter,
mend and abolish the same at its pleas a
e, at any. general or special meeting n
the boand, and no previous notice Of :
~ intention to alter, amend or abolish o
e bylaws shall be required q
The first Board of Directors shall be :;
imposed POSED Of L. Leon villere. st. Denis
lss Mathilde Louise Bernard and Miss O
1ais Josephine Where, whose post :,
nee actresses actresses appear above, with L. b
l s1srs where ,I as president, st. Denis J. II
q
'uise BERNARD as secretary, Miss CO.
me Marie Where as treasurer, and r.
ISIS Anais Josephine Where as mem NJ
T Of the board. who shall hold their n
hces and exercise their functions until q,
annual election to be held on the h,
,ond Monday in January, 1924 or until 81
err successors are duly elected and 81
,hnn subject to the conditions here W
aRTICLE vi. This act of incorpor- 70 r.,
on may be modified, added to. or ~
inged: or said corporation may be dis st
ved In the manner provided by the %
VS. OF the state of Louisiana, and at 70
time such action Is taken, and when he
II this corporation is dissolved either gi
:, limitation or otherwise, its affairs hi
III De hqufdated by two liquidating di
citing OF the stockholders called for Of,
purpose of voting on the questions IN
liquidation, or thereafter and in case
the death or resignation of any of sb
SAID commissioners the surviving or an
laiDing commissioner or commission ne
shall continue to act; and in case of as
tn or resignation Of all of them, then du
more commissioners shall be elected m
1ne stockholders to complete the Gle
II meetings Of the stockholders and any, '
,ctors shall be held in New Orleans ba
the Office of the company, or IL It sol
no office at some other accessible pIc
,e of business, and any or all no. tor
8 provided by law or this charter sb,
be given to stockholders or to direc- ali
may be waived by the unanim GUS Of
sent Of the stockholders or directors, 4
,e i've except as otherwise pro eve
~ ny the laws OF the state OF Lou the
VII. No stockholder shall, al.