The herald., 1922-12-21
CHARTER.

= person or by written proxy, for each shaI
Of the capital stock held by the stoci
Il holder, or the stakeholder may send hi
v vote by letter, the signature Of whic
/ must be acknowledged before a notar
i public or other officer authorized to TAX
j. affidavits.
4 ARTICLE v-The corporate powers @
II this corporation shall be vested In an
= exercised by board Of directors to
i composed Of eleven stockholders to b
! elected annually at a general meeting Q
= Tuesday in January of each year. A ma
: jority of the board of directors shall con
: stitute a quorum for the transaction o
: poration, adopted by the board of direc
tors, shall provide for lesser number.
Notice of such meeting and of all othe
y stockholders meetings shall be given D,
! written notice addressed TO eacn stock
, | holder at his last known place OF resi-
dence and deposited in the post Office a
least fifteen days before the date of SAT-
meeting. In case the law should prescribe
"A different notice then and in that even
the notice to said stockholders shall b.
as required by law.
Any vacancy occurring among the di
roctOrs of this organization by death
resignation or otherwise, shall be hllet
by election for the unexpired term by thu
remaining directors. And the said DOarC
shall likewise elect additional members IL
case they should determine to increase the
number of said board.
| The board of directors may, from time
TO time, name and appoint all such other
officers, including one or more vice presl-
dents or agents, as ii may be necessary
for the purposes and business of this cor
| poratlOn, as well as the salary or COM
pensation and the powers and duties, OF
every officer, agent and employee, shall
be nxed and defined by the board of di-
| rectOrs, ana all such officers, agents and
employees shall hold office and employ
ment at the pleasure of the board of di-
rectOrs; and all officers and directors
shall hold Office at the pleasure of the
stockholders who may displace or elect
| the successors of any one OF all of them
at any time, at a meeting called Toy that
purpose, by notice delivered either per-
| sonalIy to the stakeholder or deposited in
the post office at his last known address
fifteen days before the date of such meet
| ing.
The president may at any time call
such meeting, and If the president or Of
ncers of the corporation refuse or fail to
call such meeting when requested to do
so by the holder or holders OF twenty-five
per cent OF the stock of this corporation.
then such holder or holders of said stock
may call such meeting after giving the
notice hereinabove mentioned. at the Of
flee of the corporation. IL, for any reason
the use of the office of the corporation is
refused, or IL cannot be used for such
meeting, then the caller or callers of such
meeting may hold such meeting elsewhere.
The said board shall also elect at said
II,
one person may be elected to act in both
capacities either of whom may or may
not be member of said board.
The board of directors may make and
establish, as well as alter and amend, all
such bylaws, rules, and regulations not
Inconsistent herewith, and deemed neces-
Sary and proper for the management and
affairs of this corporation, and said board
of directors, which is hereby clothed with
all the corporate powers of this corpora
ton, shall have full power and authority
to acquire by purchase or otherwise,
sell, convey, mortgage, hypothecate, lease
and pledge the same, borrow and lend
money, issue notes and bonds or mortgage
loans; to make or sign contracts or cause
same to be made and signed by officers
and directors, especially or generally au-
thorized for that purpose. and to do any
necessary for the proper conduct of the
business and affairs of this corporation.
The first board of directors and officers
of this corporation shall consist of: julius
Bodenger, whose post Office address is
No. 15I Delar0nde Street, New Orleans, |
La; Edward W. Burgis, whose post office |
address is No. 52S BOuny Street, New Or !
leans, Louisiana; Frank e. Duvic, whose !
post office address is No. 1913 Morgan I
street, New Orleans. Louisiana; Herbert |
l.. Harding, whose post Office address is
lana; William ]. Hennessey. whose post /
Office address is No. 81 Pelican Avenue,
New Orleans. Louisiana; George Herbert
J r., whose post office address is No. 2O9
Olivier Street, New Orleans, Louisiana
DIR. Alfred c. King. whose post office ad-
dress is No. 305 Vallette Street, New Or
leans, Louisiana; DIR. Charles V. Kraft,
whose post office address is No. 500 Yer
ret Street New Orleans, Louisiana; Ralph
=. Nolan, whose post Office address is No.
Dds Lavergne Street, New Orleans, Louis
lana: August Schabel. whose post office
address is No. COL Patterson Street, New
Orleans, Louisiana; Adolph Spitzfaden,
Jr., whose post Office address is No. SIS
Pelican Avenue, New Orleans, Louisiana
With August schabel as president; Julius
King, vice-president. and Adolph Spitz-
'aden. Jr., as secretary treasurer, VINO
shall hold office until the third Tuesday
shall be duly elected and qualified.
A failure to elect directors on the date
specified for their election shall not dis
solve this corporation, or impair it's cor
directors then in Office shall remain in Of
ice until their successors shall have been
July pT elected and an qua qualified. . ,,..
ion may be modified. changed altered or
amended or the capital stock of this cor
poration may be increased or decreased.
he assent Of two-thirds of the outstand
ng stock Of this corporation present or
represented at general meeting Of the /,
convened for such purpose
Meeting shall have been given to each
either in person or by notice :
addressed to him at his last known place /
# business. and deposited in the mail of i
he United States at least fifteen days
previous to the date of said meeting un-
ess other notice for a meeting of such I
'haracter be prescribed by law. in which I
went, the said notice shall be given in !
onformity with the requirements of said :
aw. .
Upon the dissolution Of this corporation /
ither by limitation or for any other cause +
ne stockholders at general meeting [
allied and convened, after due notice in ! h
he manner hereinabove provided, shall $
lect from among their number three Il
lquidators, with full power to sell and r
its affairs, collect the outstand- n
ng debts. sell and convey the property, 1,
'ay Its debts, and divide the remaining i;
money among the stockholders, and invest .
hem In such other power and authority n
s may be necessary and permitted by =
Nv; the said liquidators shall remain In y
hice until the affairs Of this corporation =
hall have been fully liquidated, and in
ase OF death or disability of any one of :.
nld hquidators, the remaining liQuida- ~
)rs may fill the vacancy or continue to ;,
ct on behalf of the corporation, and in 6,
ne event Of disagreement among said %
quidators, the action Of the majority Il
hall prevail and be binding
ARTICLE Vino stakeholder shall be D.
able or responsible for any costs, con- 81
acts, debts or faults of the corporation.
T any Of its officers, nor shall any mere h
,formality in organization have the effect c;