The herald., 1922-12-21
CHARTER

~
ing or at a special meeting called for
that purpose; provided that in the in
terval between stockholders meetings the
wt tsf n aSsy gesf % d h1Ss
provided, IL the stockholders shall not
have elected the same. majority of
| the board shall constitute quorum. Said
Board of Directors shall be elected an
nually at n stockholders meeting to be
held annually at the office of the cor
pOration on the second Tuesday of May
| Of each year Tor the next legal day, IL
that be a holiday, after notice given to
each stakeholder by mail at least fifteen
days before the date of the meeting, ad-
dressed to the last designated address of
the stakeholder, or if he has designated
no address, to the General Delivery at
| New Orleans. Special meetings of the
| stockholders may be called by the board
| at any time and notice thereof shall be
given in the manner provided for annual
meetings; provided that in all cases all
notice may be waived by unanimous con
sent. Each shareholder shall be entitled
to one vote for each share of stock stand
ing in his name on the books of the
| corporation, said vote to be cast in per-
son or by proxy, and majority of the
votes cast shall elect. Failure to elect
directors on the day specified shall not
dissolve the corporation, but the direc
tors then in office shall remain in office
until their successors are elected. The
Board of Directors shall have power to
fill all vacancies which may occur or in
any manner arise or be created on thu
board, even though no quorum remain
at the time such vacancies are to be
filled. The board shall elect from their
number president vice president. a
! secretary, and a treasurer; provided that
pense with any of said officers, and or
may combine and or separate any of
them and or may elect such other Off
GERS they may think proper or con-
pany's business, and may provide that
such officers may not be members Of
the board or stockholders; and they
shall fix the salaries Of the officers.
agents and employees. At any meeting
Of the Board of Directors any director
absent from the meeting may be repre-
| scented by any other director. who may
cast the vote Of the absent director ac-
cording to the written instructions. either
general or special, of said absent director.
When authorized by vote of at least
| two thirds In amount OF the stock OF the
company outstanding at the time, by
their consent in writing or by their af.
trmative vote at a special meeting OF
the stockholders called for that purpose.
two thirds vote shall have the power to
sell. lease. assign. transfer, convey or
otherwise dispose of all of the property,
movable and immovable. Of the corpor-
and conditions and for such consider
ations, whether in cash, bonds, stock in
other th EemPanies or t other property
deem advisable.
The Board of Directors shall have au-
thOrity to make and establish as well
as alter and amend all bylaws. rules
and regulations necessary and proper for
the support and management Of the bust
ness and affairs Of this corporation and
not inconsistent with this charter; and
they shall have power to authorize the
borrowing Of money and the issuance OF
notes and the execution of pledges and
mortgages, and generally to do all things
necessary or convenient for the proper
Ian nf ha hnS If fhn nnr
poration.
Until a general meeting of the stock
holders for election of directors to be
held in 1923. or until their duly qualified
successors are elected and installed, the
Board Of Directors shall be composed of
the following:
A. Kaplan. Crowley. La: Albert Mackie.
Tchoupitoulas and Julia streets. New Or
leans, Ia; l. NJ Lichtenstein' g22 Gravier
stein. 922 Gravier street. New Orleans.
La; Henry E. Gumbel; s3s Gravier street;
New Orleans leans; Ia; d Lester GumbeI SSs
Barkdull. 325 Baronne. street, New Or
leans, La: E. A. g. Bright, New Orleans.
La: J. Blanc Monroe. 1114 Carondelet
building. New Orleans, La; Monte NJ.
Lemann. TIA Carondelet building, New
Orleans, La.
OF these. A. Kaplan shall be president
Albert Mackie. vice president; !. N, Lich-
tenstein. secretary, and S. w. Lichten-
ARTICLE vi. This act Of incorpor-
alton may be changed. modified or
amended, or the corporation dissolved.
by a vote Of two-thirds of the entire
a general meeting Of the stockholders
convened for such purpose, after pre-
viOus notice shall have been given. In
the manner above required to be given
of the annual meeting of the corporation.
ARTICLE VII. II this corporation
shall be dissolved, either by limitation
or from any other cause. it's affairs shall
be liquidated by three commissioners to
holders convened for the. purpose of
liquidation. and to be elected by the
vote Of ali the stockholders voting upon
in office until the affairs OF the corpor..
alton shall have been fully settled and
liquidated; and they shall have full
TO all the 20 and
the corporation. and to distribute the
proceeds. In case Of death. disability
or resignation of one liauidator. the
ARTICLE VIII. No stockholder shall
ever be held liable or responsible for the
contracts or faults of said corporation In
ance due on the shares of stock owned
by him. nor shall any mere informally
in organization have the effect Of rem
any stoekh s ' to any liability beyond
the unpaid balance due on his stock.
In order that this charter may serve
: as the original subscription list, the sub
scribers hereto have indicated opposite
their respective signatures the number
of shares Of stock subscribed for by each
Of them.
: Thus done and passed at my notarial
Of Louisiana, on the day, month and
, year first hereinabove written, in the
; presence Of Shirley Hoffman and Nellie
} Dillon, competent witnesses. who have
| har Mt SuhSrrihad thar f0Uofbpr
with me. notary, and the said appearers
after due reading Of the whole.
Names Of original subscribers omitted)
Witnesses: s. Hoffman, N. Dillon.
WATTS X. LEVERICH.
, Notary Public.
, A true copy:
WATTS X. LEvERICH.
Notary Public.
, Nov. 16-Dec. 81
d Il