The herald. [volume] (New Orleans, La.) 1905-1953, 1922-04-06
CHARTER

Wednesday of March or each year, by
written notice to that effect, sent at
least ten days prior TO the date To which
the said annual meeting shall be changed,
directed by mail to each stakeholder, at
his last known place of residence.
Each stakeholder shall at such meet
ing or other meeting, general or special.
be entitled in person or by written or
Geographic proxy to one vote Tor eacB
share of stock owned by him. The cleo
ton shall be held under such rules and
regulations * may he from time to time
determined by the Board of Directors.
The directors, when electN, shall hold
office for one year, or until their sue
cessors shall have been elected and quail
ified. and failure to hold the annual
meeting of stockholders or to elect an
nually directors shall not operate the
forfeiture of this charter or any rights
hereunder.
Any vacancy occurring in the Board
of Directors may be filled by a majority
vote of the stockholders. at a special
meeting called for that purpose, which
meeting shall be Immediately called
should a majority of the stockholders so
request. The power to I'LL vacancies may
from time to time be vested in the Board
by the stockholders at any annual or
special meeting.
The directors, if authorized by a vote
of twO-thirds of the outstanding shares
of the corporation, given mt an annual
or special meeting of the stockholders,
shall have power and authority to sell.
lease or exchange the entire property
and assets of the corporation, including
its goodwill and rights, to any corpor-
alton, firm or person, under the laws of
this or any other state, or TO transfer
any of such properties or any part there
of. for tAe purpose of effecting a cOnsoli-
dation or merger, or TO sell any part Of
the assets of this corporation. or all OF
them, and to accept in connection WITT
any such sale. or any such merger, or
any reorganization, aforesaid, cash
bonds. notes or stock of the purchaser,
or of the merging or reOrganizing COM
pany, or of any new corporation; or
such power can be vested generally in
the Board of Directors, without neces-
sity thereafter of the vote of the stock
holders, by a vote of twO-thirds of the
outstanding stock, at a regular or special
meeting called for that purpose.
The Board of Directors shall have
power, without vote Of the stockholders,
to make alter and amend bylaws; tn
issue and deliver full paid shares of
stock or bonds for stock in other cor
poratiOns, or other property; to make
and issue and secure by mortgage. pledge
or otherwise all obligations and evil
ton, and generally. unless expressly lin
tied by the charter, to do any and all
things in the advancement of the bust
ness and affairs of the corporation.
The Board Of Directors shall elect
from their number a President, Vice
President. and Secretary and Treasurer,
or may separate these two latter offices.
Failure to hold annual meeting or to
elect directors at a meeting, or at any
subsequent date to which it was ad-
journed. shall not dissolve the corpora
ton. but the board and officers shall
continue to hold their positions until
their successors are elected.
ARTICLE VIII. Whenever a notice Is
required by law or by this charter to
be given, the same may be given In per-
son, or at the address recorded with the
Secretary, or at the last known address
of the person concerned Twenty-fouI
hours notice will be sufficient for all
purposes, unless otherwise provided by
law, or otherwise specifically provided
by this charter. Any and all notices re-
quired may be waived by written or
telegraphic consent Of the stakeholder or
director.
ARTICLE IX. This charter and act
of incorporation may be changed, mod
flied, altered or amended with the assent
of the majority of the stockholders, and
the corporation may be dissolved by
twO-thirds vote of the outstanding stock
at meeting Of the stockholders con-
yened for that purpose, after notice
provided in this charter or as provided
by law.
ARTICLE " Upon the termination OF
the charter or the dissolution of the cor
poration its affairs shall he liQuidated
by three commissioners elected OF ap
pointed in the manner provided by the
law Of Louisiana now or hereafter in
force. In the event of the death. resig
nation or removal of any Of said COM
missioners the survivors OF survivor
shall continue to act. with all the powers
and authority of the full body; said
shall be vested with power
and authority to do all things necessary
or permissible under the powers con-
ferred on them by their appointment, or
under the law, to wind up the business
of the corporation to sell and convey
its property at private or public sale;
to reduce its assets to money and dis
and to liquidate the corporation.
ARTICLE Nj. No stakeholder shall be
held liable or responsible for the con-
tracts or faults Of this corporation in
any further sum than the unpaid bal
ance due to this corporation on the shares
owned by him, nor shall any informality
in organization have the effect Of rem
dering this charter null or of exposing
the stockholders to any liability beyond
such unpaid balance.
ARTICLE XII. The subscribers hereto
have written opposite their names the
one Of them, and their postoffice ad-
dress, so that this charter may serve as
a subscription list. all Of which subscrip-
lions are payable in the manner and form
set out herein and as provided for In
Act 267 Of the General Assembly Of the
State Of Louisiana Of 1914
Thus done and passed at my office, in
the City Of New Orleans, Louisiana. on
the day, month and year herein first
above written, in the presence Of Morris
b. Redmann and Herman l.. Barnett.
competent witnesses, who have hereunto
signed their names, together with the
said appearers and me, Notary, after
of the whole.
Original signed)
Witnesses:
MORRIS b. REDMANN,
HERMAN L. BARNETT.
(SeaD WILLIAM J. GUSTE.
Notary Public.
/ hereby certify the above and fore
going to be a true and correct copy of
original act of incorporation on file in
my notarial records.
WILLIAM J. GUSTE.
Notary Public.
Recorded in PariAh Of Orleans. Mort
gage Office. book 1868. folio Isl.
Apr. 8-May IL
CHARTER OF
WALKER 4 BEANIE, INC.
State of Louisiana, Parish Of Orleans.
City of New Orleans. Be IL known that
on this twenty seventh day of the month
Of March. In the year Of our Lord, one
thousand nine hundred and twenty-five.
before me. JOHN G. DAvEY. JR.. a
Notary Public. in and for the Parish OF