New Orleans Republican. [volume] (New Orleans, La) 1867-1878, 1873-09-05
CORPORATIONS.
QUARTER OF THE NEW ORLEANS,
DALLAS AND GREAT WESTERN RAILROAD
COMPANY

1 II tAAHAN En- VI 49, ~>AS'' SASAAASSAAS9S
| DALLAS AND GREAT WESTERN RAILROAD
COMPANY.
STATE OF LOUISIANA
PARISH OF ORLEANS-CI-Y OF NEW ORLEANS.
Be it known that on IL IS third dav Of septem.
Der, in the year one thousand eight hundred
and seventy.thlee, before me, John Bendernagel a
notary public in and for the parish OF Orleans,
state Aforesaid duly eo mn ana gaaed
named and undersigned, personally came and ap-
pared Charles T. Howard William P. Harper,
William H. Roberts, Samuel L. James, Harmon R..
Eppler and Fitzwilliam Lonsdaie, all of this city
who severally declared that awaiting themselves
this State relative to tie organization of corpora.
tio5,, they have formed and organized, and DO by
these presents form and organize into and consti-
tnte corporation for the objects and purposes,
under the stipulations, regulations and Obligations
following, to wit
ARTICLE l.
The corporate name aud title of this corporation
shall be THE NEW ORLEANS. DALLAS AND GREAT
WESTERN RAIL- DAD COMPANY. Its domicile is
hereby dec AIRED to be in the city OF New Orleans
State CT LOUISIANA.
ARTICLE II.
SEc7IoS ]. TIE object and purpose of the com.
pany is to locate, construct, maintain and operate
q railroad, beginning at point on the Mississippi
river at or near the town OF Donaldsonvie, in this
State thence running in westerly direction to some
point, to lie hereafter determined, III the parishes
of Lafayette, ST. Landry and Calcasieu, to point
on the Sabine rTsr opposite, or near the town of
Salem, in the county of fewtOn, the State OF
Texas; thence through the counties Of Newton,
Jasper, Tyler, Angelica, Cherokee, Anderson, Hen.
eerson, Kaufman and Dallas, to some point at or
near the town Of Dallas, III the State Of Texas.
SEC. q And for said purpose IL shall have power
and authority to have and enjoy succession by its
corporate name for the period of twenty five years
from the date of this act to construct, sue and be
sued IN its corporate Maine; 10 make and use cor,
convey, under its corporate name, property, both
real and personal; to name and appoint such man
ayers and directors and officers as Its interest and
convenience may require; to make and establish
such bylaws for the proper management and regu.
lation of it's affairs az may be necessary and prouer
and to have aud enjoy and possess such other nci.
dental powers ana privileges as are now, may
here after be conferred upon it as corporation by
Louisiana or of the State of Texas of the United
states of America. or by ordinances OF any OF the
towne cities parishes of the States of Louisiana
ARTICLE Ill
The president Of the company, or in his absence
the vice president, or III the absence OF both the
secretary, all lie the proper officer upon whom
situations and al other legae process er notice
nsy be served.
The capital stock of this company shall be Ave
million dollars, represented 10y fifty thousand
shares of hund ed dollars each with the priv.
ege Of increasing it to seven millions, if the ma
jOrity Of the stockholders at any time elect.
This corporation shall so into operation as soon
as one hundred thousand dollars shall have been
tiOntive per centum thereof shall be paid in.
ARTICLEv.
SECTION l. The corporate powers of this company
shal be vested ID Board of rectors, composed Of
seven stockholders, TO be increased to nine If
SEc.2. No person shall be eligible to or hold the
office OF director unless he shall own at the time of
his election and during his tern Of office at least
SEC. B. NO two members of the same firm shall
hold at the same tlme seats in the board but the
at least five shares shall render any one mem Der
thereof eligible TO seat in tie board.
ARTICLE VI
SECTION !. On he first Monday of November 1873, 1
and thereafter the third MOnday in November
in each year there snail be an election for seven
directors by The stockholders, or nine if the rum.
Der shall have been increased provided for in
section one of article Eve Of this charter; such
election shall be held AZ the office OF the company.
SEC p At ell elections or general meetings Of the
stockholders each stakeholder shall be entitled to
one vote tor every share of stock owned by him,
and to cast said vote in person or by proxy; and
except wien otherwise required by law majority
OF the votes east shall decide al elections or qaes
tions.
SEC. 3. In elections the vote shall be by ballot.
and under the suleIiDtendence of two stockholders
pointed either of them, should refuse OF f. to
attend, the president sinai appoint others in thej7
stead or if the president is absent omits "
make such appointments they may be made by a
majority of such of the stockholders who may be
present at the hour and place appointed for the
election.
SIC. 4. If from any cause an election should fail
on the day appointed the president, in his ab
sence tie vice president, skall toIthwit call an
other meeting tor tae seve nth day following, for
the purpose OF efiecting said election, and con-
tlnue TO do go until valid election of majority
other directors shall be elected by said majority as
provided for III case of vacancy
ARTICLE VII.
SRCTIoN !. The Board OF Directors shall meet on |
the next Monday following their election, and
snail proceed to ill 1o their numb by election
should the full number Lot Lave teen elected bv |
the stockholders.
SEC. 3 AZ the first meeting Of the board tls.y
shall elect one of their number president ard |
another as wee president who shall be president
and wee president of the company.
SEC. 5. 4 majority OF the board, counting the |
president as enc, shall constitute quorum, and |
the vote OF the majority of such quorum shall con-
stItute a valid corporate act.
SEC. l. The board shall surply by election any |
vacancy, permanent or temporary, n the office Of
the president or vlce'president.
ARTICLE VII.
SRCTIoy |. Tie Board of Directors shall have |
power to I'll by election any vacancy that may |
occur in tleir Owl number between the annual
elections t-.ty sha EJECT al Officers, Geae tier
salaries and lie amount OF theft bonds enact such !
b laws, Iu!ea anu regulations, AID ordinances as
they nay deem necessary Cor the good govern
meut. welfare and support Of the comnany, and
may delegate to the PIE sident TO Tie committees
OF their own body or to officers, agents or attor-
neys in or out of the State, such powers as they
may deem expedient, and not inconsistent with
the corporate powers of the company.
NC z. All ofncers, employees OF servants of the
company shall be removable at will, except the
president and vice president.
sec. B. In case of failure the part of any sub
scr1ber TO paw the installInenrs his stock re-
&ui1ed, the Board of Directors shall have the Op
ton, after thirty days written notice to the den
quent OF FORGETTING the stock and selling for the
heneht OF The company or of compelling by suit
the payment OF such instaments, and 10 stock
holder shall be permitted 10 vote while in default
SEC All rules relative to the declaring of divi-
deDd as or DIVISIONS of profits, well all other
bylaws as aforesaid, shall be made by the Board of
directors, but they shall be subject to repeal
change, amendment or moditi cation by the stock
holders, az their meetings.
SEC. 5. The Board Of Directors shall further have
power and authority
First--To issue bonds for such an amount of such
denomination as they may bv resolution deter
NINE and secure the payment thereof by mortgage
on tee property. -s--,- -
Second-To contract for the construction OF the
road viii any otht T railroad company that is now
or may hereafter be chartered by authority Of this
State, or of any other state in the Cnion to
meet OF con solidate with such other company.
IEud-To accept in behalf Of the company any
anu all gTanfs, powers, privileges, franchises or |
extension OF charter which n ay be hereafter con
terred upon the corporation 10y general or special
laws.
Fourth-To acquire by purchase lease, OF in any
other manner they may tniAk proper. any other
road or franchise which may have been, or may
hereafter De constructed or acquired by apy other
COZ g5any IN the ciuity on the line of the road
which TINS co@ahy herein conten plates con-
ARTICLE X
SgcT1oNV stated annual meeting of the stock |
holders shall be ted at the office OF the company
on the tenth day preceding the annual election of
directors, to IeceIve the report OF the last years
Dperatl2Es and business and tor examination into
the condition OF the company, at which meeting a
full statement of the financial and otner affairs of
he company shall be laid before the stockholders
BY tie president and directors then in office. |
SEC 2. The Board of Directors may at any other
Time when they think proper, whenever re- |
lueeted by stool ho,ders representing threefourths
81 the stock cal meeting of stock holders to take
INTO consideration and act upon any matters |
affecting the interests Of the company.
SEC !. Al such meetings stockholders NAV alter, |
amend oreApdlfy the charter, increase or diminish