The herald. [volume] (New Orleans, La.) 1905-1953, 1922-11-16
CHARTER

stock to outside persons at not less than
the price at which the written oner 10
poration shall have been made. Notice
by reference to the provisions of this
article shall be given upon the race OF
each certificate of stock issued by the
corporation, and shall be binding upon
every person now or hereafter becoming
stakeholder in this corporation, all OF
whom agree to the provisions hereof
and take such stock subject thereto. and
all pledges, hypothecations or other in
cumbrances of said stock or dealings
with regard thereto shall be subject to
the provisions hereof
ARTICLE Y. All the powers of this
corporation shall be vested in board
composed of not less than nine nor more
than eleven directors. The precise mum
shall be fixed from time to time by vote
of the stockholders at the annual meet
ing or at special meeting called Tor
that purpose: provided that in the in
terval between stockholders meetings the
board itself may elect additional dlrec-
tors within the maximum limit above
provided, If 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 stockholders meeting TO ne
held annually at the office OF the cor
poration on the second Tuesday of May
of each year COR the next legal day. II
| that he n holiday. after notice given 10
each stakeholder by mail at least fifteen
days before the date of the meeting, ad-
dressed to the last designated address or
| the stakeholder. or If he has designated
no address, to the General Delivery az
| 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 he entitled
| tn one vote for each share of stock stand
ing in his name on the books OF tne
! fi.Nn GaiH rnfA IN a
| son or by proxy, and majority or 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 10
| fill all vacancies which may occur or In
any manner arise or be created on tn"
| board. even though no quorum remain
| at the time such vacancies are 10 De
filled. The board shall elect from their
| number president, vice-presldent,
| secretary, and a treasurer; provided tnat
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 :
panys 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
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 or the
company outstanding at the time, by
their consent In writing or by their ar.
irmative vote at a 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
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 busl,
ness and affairs Of this corporation and
not inconsistent with this charter; ana
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 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:
TchOupitoulas and Julia streets New Or
|, leans La; /. NJ. Lichtenstein, 800 Gravier
, street. New Orleans, La; ;. w. Lichten-
La; Henry e. Gumbel. s3S Gravier street
Gravier street, New Orleans, La; j. W
leans. La: f. A. G. Bright. New Orleans
La: ]. Blanc Monroe lila Carondelei
) building. New Orleans. La: Monte NJ
, Lemann, 1114 Carondelet building, New
OF these, A. Kaplan shall be president
Albert Mackie. vice-president; /. NJ. Lien
, tenstein. secretary, and S. W. Lichten
S'f ARTICLE Vi. This act of inccrpor.
alton may be changed, modified oil
amended, or the corporation dissolved
by vote of two-thirds of the entir,
capital stock present or represented a
general meeting Of the stockholders
convened for such purpose, after pre-
Ss SGe as a eaure Sst to Se
" ARTICLE VII. II this corporation
shall be dissolved, either by Limitation
he liquidated by three commissioners t
, tbe appointed at the meeting Of stock
p: holders convened for the purpose o
c llQu1datlOD, ana TO De eiecteu ny III
! vote of ali the stockholders voting upor
1 a parity. Said liquidators shall remaiI
a in office until the affairs of the corpor
: alton shall have been fully settled an.
j liquidated; and they shall have full
/ power and authority to transfer and Civ
5 title to all the property and assets Q
n the corporation, and to. distribute tn
Q proceeds. In case Of death, disabilit!
: or resignation of one liquidator, tn
: vacancy shall be filled by the survivor
+ ARTICLE VIII. No stakeholder shall
I. ever be held liable or responsible for tn
: contracts or faults Of said corporation 1
\ any further sum than the unpaid bal
= ance due on the shares Of stock owne'
|, by him, nor shall any mere informalit
" in organization have the effect OF rem
g dering this charter null, or of exposing
f any stakeholder to any liability beyon'
J. the unpaid balance due on his stock.
i In order that this charter may serv
Il as the original subscription list, the sub
2. scribers hereto have indicated opposit
e their respective signatures the numbe