The herald., 1922-12-07
CHARTER.

/ Of the stockholders at the annual meet
! ing or at special meeting called for
| that purpose; provided THAI in the in
| terval between stockholders meetings the
board itself may elect additional direc-
| tors within the maximum limit above
provided, il the stockholders shall not
| have elected the same. A majority of
| the board shall constitute a quorum. Said
Board of Directors shall be elected an
nually at a stockholders meeting to be
! held annually at the office OF the cor
pOration on the second Tuesday of May
of each year (or the next legal day, If
/ that he 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 east in per-
son or by proxy, and a 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
I'LL all vacancies which may occur or in
any manner arise or be created on the
board, even though no quorum remain
at the time such vacancies are to be
filled. The board shall elect from their
number president, a vice president
/ secretary, and a treasurer; provided that
from time to time the board may dis
pense with any of said officers, and or
may combine and or separate any OF
them and or may elect such other Off
GERS as they may think proper or con-
venient for the carrying on OF the com
pany's business, and may provide that
m
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
wo-thirds in amount Of the stock of the
company outstanding at the time. by
their consent In writing or, by their af.
hrmative vote at special meeting OF
the stockholders called for that purpose,
the directors of the corporation by a
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
alton as an entirety, upon such terms
and conditions and for such consider
atiOns, whether in cash. bonds, stock in
other companies or other property, as
in their discretion the directors may
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
carrying on of the business of the cor
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, La; i. NJ. Lichtenstein, 922 Gravier
! street, New Orleans, La; s. w. Lichten-
La; Henry f. Gumbei. s3s Gravier street
Grayier street. New orleans, La; j. W,
leans, La; E. A. G. Bright. New orleans.
La: J. Blanc Monroe, liza Carondelet
} building, New Orleans, La; Monte NJ.
: Lemann. TIA Carondelet building, New
OF these, A. Kaplan shall be president
Albert Mackie, vice-president; I. NJ. Lich-
tenstein, secretary, and s. W. Lichten-
stem, treasurer.
ARTICLE vi. This act of incorpor-
amended, or the corporation dissolved,
by a vote of two-thirds of the entire
capital stock present or represented at
convened for such purpose. after pre-
vious notice shall have been given In
the manner above required to be given
ARTICLE VII. II this corporation
shall be dissolved, either by limitation
or from any other cause, its affairs shall
be liquidated by three commissioners to
holders convened for the purpose of
liquidation, and to be elected by the
vote of all the stockholders voting upon
a parity. Said lquidators shall remain remain
alton shall have been fully settled and
liquidated. and they shall have full
power and authority to transfer and give
the corporation. and to distribute the
, proceeds. In case of death, disability
or resignation of one liquidator, the
vacancy shall be filed by the survivor.
! ARTICLE Will No stakeholder shall
ever be held liable or responsible for the
contracts or faults of said corporation In
any further sum than the unpaid bal;
ance due on the shares Of stock owned
by him, nor shall any mere informality
in organization have the effect Of rem
; dering this charter null, or of exposing
any stakeholder 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
office in the city of New Orleans, state
of Louisiana, on the day, month and
, year first hereinaboye written, in the
, presence Of Shirley Hoffman and Nellie
: Dillon, competent witnesses, who have
hereunto subscribed their names together
with me, notary, and the said appearers,
, after due reading of the whole.
IL Names of original subscribers omitted)
Il Witnesses: S. Hoffman, N. Dillon.
WATTS X. LEVERICH,
Notary Public.
A true copy:
I'll WATTS K. LEVERICH,
Notary Public.
, Nov. 16-Dec. 81