New Orleans Republican. [volume] (New Orleans, La) 1867-1878, 1874-03-18

CORPORATIONS.


CORPORATIONS.
in the opinion Of the incorporators can be obtained
the incorporation of an article in the charter OF
1.-THE buyers and users Of the bands) shall, at an
annual meeting, themselves fix 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 or Louisiana, relative to the organize
ton of corporations for works of public improve
ments and other purposes i'll the said State. have
ovenanted 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 stipulations and articles following, to wit:
ARTICLE l.
The name and style of this corporation shall ba
the PLANTERS COTTON TIE AsSoCtATIoN, and
its place of business and legal domciie shall be the
city of New Orleans, in the parish of Orleans and
the State of Louisiana.
ARTICLE IL
The objects and purposes for which this corpo-
ration is established are declared to be the manu-
acture purchase and sale OF iron cotton ties for
balins cotton and other merchandise, well as
the manufacture and sae of such other articles
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 III.
The capita. stock of this association is hereby
ixed 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 capital stock shall be
issued to the first three subscribers hereof, who
are hereby constituted a committee of lncOrpOra-
ton and are authorized to receive subscriptions
to this charter, and do such other things as they
may deem expecient to enable them to organize
the association; said stock to be used Nv 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 as
they may deem proper; provided that all deeds
and titles to patents purchased shall be taken IN
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 or 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 ne
may complete his payment thereon, as herein pro-
vided.
The association may from time to time dispose of
the remaining eight thousand shares OF capital
stock, OF any part thereof in such a manner and
upoH such terms and conditions as the stockhold
ers may decide upon at any regular meeting. pro-
videl that it shall not be sold for any less amount
than the twelve thousand shares above referred to-
twenty thousand shares it is hereby declared
to be the purpose OF this association that
preference shall be given far as may be
consistent with the best interests of the associa-
ton to cotton planters and factors and other per-
sons Interested agrculturally or commercially in
the use OF iron bale ties; and also, that in such
sales wide 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
the capital stock shall have heen subscribed. No
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 on
the books of the association.
ARTICLE w.
Said corporation shall have and enjoy succession
by its corporate name for the period of twenty
tive years. shall contract sue and be sued; shall
have power and authority to make ard use cor
porate seal having for its device scroll contain
ing fac smile of cotton bale, and for an sub
scripton the Name of the association 1t shall
hold mortgage, purchase, sell and otherwise con-
vey under its corporate name property both real
and personal movable and lmmOvable shall name
and appoint such managers. directors and officers
as its interests and convenience may require. 1t
regulations for the proper management OF It's Dust
ness and affairs as may be necessary and proper,
and shall possess generally all such powers and
privileges as are given by law to corporations
ARTICLE V.
in Board of Directors, consisting of five stock
holders, three of whom shall form quorum fol
annual Y the first Monday in March in eacl
year, beginning with the first Monday in March
1875, by the stockholders at such place in the city
OF New Orleans may be selected and after ter
DAYS advertisement in at least two newspapers pub
lshed in the city OF New Orleans. Said directors Il
hold office for year or until their successors are
elected. Any stakeholder shall be eligible as a
director, provided that at least ten shares OF the
stock of the association are owned by him. Al
elections. of directors shall be by ballot, and held
under the superintendent OF a committee o.
three stockholders, to be appointed for the pur
pose by the Board of Directors.
Every bona tide owner of stock shall be entitled
to one vote for every share owned by him, her OF
them, provided that no one shall be entitled tt
vote on any share or shares of stock that have MOI
stood in his her their name Oh the b. oks of the
association for at least sixty days prior to any
such election. Proxies may.vote when authority
is i'll writing.
At the annual meeting of the stockholders to
elect directors, as provided for in article five it
shall be the duty of the suocKOlder5 to fix the
price at which the bands and ties shall be sold for
the next ensuing season by a committee OF i've
members, to be elected at said meeting from
among themselves whose duty it shall be to care.
fully investigate the probable cost of mateEal and
the probable expenses of manufacture and sale,
and fix the selling price for the coming season
provided such selling price shall il no case be
fixed at less than amount equal to the cost
price, estimated, with twenty-five per cent adj
y
shall have fixed the price as provided, 1t shall bt
the duty of the secretary of the associatiok tt
publish in one or more newspapers publlshtd IL
New Orleans the price liked for the ensuing season
ARTICLE VII
The Board of Directors shall elect annually a
their first regular meeting, president aud sucl
other officers clerks agents shall be necessar,
to carry on the operation and objects of said
cation for such time as they may choose. They
shall fix the salaries of all officers, and thu
amount of all security required for each. The
board shall have power to fill vacancies, caused by
death, resgnatiOn, absence or insolvency OF any
its members, and shall accept substitutes at the re
quest of any of its members who may desire to alb
himself provided the power to represent be il
writing and delegated to a qualified stakeholder
The absence of director without leave from three
consecutive regular meetings of the board may
be considered a resignation of said director
and his place shall be filed by the board The
following named persons shall constitute the first
Board of Directors, as provided in article five
and they shall hold their office until the first Mon
day in March, 1875 until their successors sh all
have been elected and qualified in accordance
Shaw, John Hughes, Hiram J. Grover and W. Har
rlngt0n.
ARTICLE VIII.
Payments Of the calls OF assessments upon stool
as provided for in article three, shall be made
in ten days from the first publication presenta
ton of the notice of such call or assessment, and
stockholders who are delinquent in their pay
ment5 beyond the time thus specified shall be sub
ject to pay eight per cent per aunum interest Oh
the assessment, and If they allsw assessor emf
to remain unpaid for thirty days, the Board OF Di
rectOrs may declare the stock with all previous
payments and accrued dividends thereon, for
feited to the association.
ARTICLE TX.
No stakeholder shall ever be liable for the cor
tracts faults of the association corporation IL
any further sum than the unpaid balance due to the
association on the shares owned by him nor shall
any mere informaty in organization have the eff
feet of rendering this charter null OR of exposing
a stakeholder to any liability beyond the amount
OF his stock
ARTICLE Z.
Three-fourths of the stockholders in capital, at
general meeting to be convened for that purpose
after thirty days notice in the newspapers, shall
have the power to make any notifications add
lions changes in this act of Incorporation, to
increase its capital stock or to dissolve the COrpo