New Orleans Republican. [volume] (New Orleans, La) 1867-1878, 1874-03-19
CORPORATIONS.

4- J
CORPORATIONS.
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in the opinion of the incorporators can be obtaned
the incorporation of an article in the charter of
ne ASSOCIATION, providing tnat the stockholders
annual meeting, themselves Fl X the price at which
the association shall sell the bands and ties, and
the general Management upon the cooperative
and anti monopoly principle; they the said parties
awaiting themselves of the provisions OF the laws
OF the State OF Louisiana relative to the organiza-
ton OF corporations for works of public improve
ments and other purposes in the said State, have
covenanted and agreed, and do by these presents,
covenant and agree and bind themselves and those
WhOm they represent, to form themselves into and
constitute corporation for the objects and under
the stIpulatlons and articles following, to wit:
ARTICLEI
The name and style Of this corporation shall ba
the PLANTERS COTTON TIE ASSOCIATItlN and
its place of business and domcile shall be the
city OF New Orleans, IL the parish of Orleans and
the State of Louisiana.
ARTICLE H.
The objects and purposes for which This corpo.
ration is established declared to be the MANU-
facture purchase and sale OF iron cotton ties for
ballng cotton and other merchandise. well as
the manufacture and Aae of such other articles as
it may deem proper The president or secretary of
the association shall be the proper officer upon
whom citations and other legal process may be
served.
ARTICLE Ill.
The capital stock of this association is hereby
fixed at two millions of dollars, divided in forty
thousand shares of fifty dollars each. immediately
upon the incorporation of the association, twenty
Thousand shares of full paid capa stock shall be
issued to the first three subscribers hereof who
are hereby constituted a committee OF incOrpora-
ton, and are authorized to receive Subscriptions
to this charter, and do such other things as thew
may deem eXpedient to enable them to organize
the associa' ion; said stock to be used by them and
wholly at their discretion for the purchase, in the
name of the association of patents for bale ties,
and for such other purposes and expenses con-
nected with the organization of the association
they m: may deem proper; provided that all deeds
the name OF the association, and that all such
rights and interests shall vest in it alone. OF the
remaining twenty thousand shares of the capital
stock twelve Thousand shares shall be sold upon
the following terms Of payment, viz: Forty per
cent to be paid at the date of subscription and
forty per cent more within thirty DAYS thereafter,
making in all eighty per cent, forty dollars per
share. And it shall be the duty of the Board of D
rectors, when these two assessments shall have
been paid, to declare the stock comprised in this
said twelve thousand shares fully paid up, and to
cause the same TO issue to each subscriber, as he
may complete his payment thereon herein pro.
vided.
The association may from time to time dispose of
the remaining eight thousand shares of capital
stock, any part thereof in such a manner and
upon such terms and conditions the stockhold-
ers may decide upon at any regular meeting, pro-
vided that it shall not be sold for any less amount
than the twelve thousand shares above referred to.
and with regard to the above last mentioned
twenty IHouSduQ eDd1eS IL is l6reDV DEC Jared
to be the purpose of this association that
preference shall be given SO far as may DO
consistent with the best interests of the associa-.
ton, to cotton planters and factors and other per
sons interested, agricutuIally commercially, i'll
the use of iron bale ties; and also, that in such
sales as wide q distribution as possible shall be
made of the stock Throughout the cotton growing
States. The association shall be authorized to
commence work as soon as two hundred shares of
certificate of stock shall be issued until the same
shall have been declared by the Board of Directors
to be fully paid up and no transfer of less than
one share OF the capital stock shall be made
the books of the association.
ARTICLE ".
Said corporation shall have and enjoy succession
by its corporate name for the period of twenty
ii sc years; shall contract, and be sued; shall
have power and authority to maze ard cor
p1rate seal, having for its deyice scroll contain
ing fac simile OF a cotton bale. and for an sub
scription the name of the association II shall
hold mortgage purchase, sell and otherwise con-
vey under Its corporate name property both real
and personal, movable and immovable; shall name
and appoint such managers directors and officers
as its interests and convenience may require. 1t
shall make and establish such bylaws, rules and
regulations for tie proper management of It's bust
ness and affairs as may he necessary and proper,
and shall possess generally all such powers and
privileges as are given by law TO corporations.
ARTICLEv
Tie powers OF the assoc iaton shall be vested
in Board of Directors, consisting of fl We stock
the transaction OF business. who shall be elected
anuua! on the first Monday in March in each
year, beginning with the first Monday in March,
1878, by the stockholders at such place in the city
of New Orleans may he selected, and after ten
DAYS advertisement in at least two newspapers pub
lished in he city of New Orleans. Said directors TO
hold Office for year until their successors are
elected. ANY stakeholder shall he eligible as a
director provided that at least ten shares of the
stock OF the association owned by him. all
elections OF directors shall be by ballot and held
under the superinteudence of committee OF
three stockholders to be appointed for the pur-
pose by the Board OF Directors
Every bona fde owner of stock shall be entitled
to one vote for every share owned by him, her or
them, provided that no one shall he entitled to
vote on any share or shares of stock that have not
stood in his, her or their the be oks Of the
association for at least sixty days prior to any
such election. Proxies may vote when authority
is in writing
At the annual meeting of the stockholders 20
elect directors as provided for in article five, it
price at which the bands and ties shall ba sold
the next ensuing season by committee OF five
members, to be elected at said meeting rom
among themselves, whose duty it shall he to care
fully investigate the probable cost of material and
the probable expenses of manufacture and sale
and fix the selling price for the coming season. |
liked at less than an amount equal to the cost |
price, as estimated, with twenty 1--WE par cent adj
iitional. And Immediately after the committee |
shall have fixed the price provided it shall be
he duty of the secretary of the association to |
PUBLISH III one or more newspapers published IN |
Jew Orleans the price xed for the ensuing
ARTICLE VII
The Board Of Directors shall elect annually at |
heir first regular meeting, president and such |
ther officers, cleI ks agents shall be necessary
o carry on the operation and objects of said
nation for such time they NAV choose. They
hall fix the salaries of all officers, and the
mount OF all security required tor EACH The
oard shall have power to I'LL vacancies, caused by
eath, resignation absence or insolvency OF any of
uest OF any OF IT'S mem oers VINO NAV desire to alb
eDt himself provided the power to represent be in
y,Iiltits ana delegated 10 gualhed stockhoIder
regular meetings of the board may |
g considered as a resignation OF said director |
nd his place shall be filed by the board The |
blowing named persons shall constitute the first |
oard Of Directors provided in article five |
nd they shall bold their office until the first Mon
aY in March, 1873, until their successors shall |
ave been elected and qualified in accordance
18th this charter, viz: Samuel P. Parmly Henry
haw, john Hughes Hiram J. Clover and ". Har-
ngton.
Payments OF the calls assessments upon stock
S provided for il article three, shall be made
1 ten days from the first publication or presenta-
on OF tine notice OF such call or assessment, and
zoe kholders who are delinquent in their pay |
tents beyond the time thus specified shall be sub
ct to pay eight per cent per annum interest on |
le assessment, and if they allow one assessment |
} remain unpaid for thirty days, the Board of Di-
,ctors may declare the stock, with all previous
iyments and accrued dividends thereon, for |
ited TO the association.
ARTICLE X
No stock holder shall ever be liable for the cor.
acts or faults of the ASSOCIATION corporation in
ny further sum than the unpaid balance due to the
soclatlon on the shares owned by him, nor shall |
~ mere informality in organization have the eff |
ct of rendering this charter null, of exposing |
stakeholder to any liability beyond the amount |
his stock.
ARTICLE X.
Three fourths Of the Stockholders in csni+a1 at
neral meeting to be convened for that purpose |
er IL laIs, InLicl. rl-oll