The St. Mary banner. (Franklin, Parish of St. Mary, La.) 1889-1931, 1902-06-21
CHAR EP.
STATE OF LtI t-IANA.
PARISH OE ST. MARY.


hereinafter named and under>.-I., person
ally came and appeared the several persons
whose names are hereunto subscribed. who
Stverally declared that availing themselves
| Of the provisions of the laws OF this state
| relative to the formation of limited liabil
| ity corporations and bodies politics, they I'D
| and do by these presents form themselves
associates and successors form themselves
| into a corporation and body politics under
| the following conditions, O-wit:
ARTICLEI |.
| The name and title of this corporal ioh shall
| be "The Patterson Brick Company, Limited,
| and by this name this corporation shall have
| tho power to exist and enjoy succession for
| the term of ninety nine $50 years from the
| date of this act.
ARTICLE IL.
| The domicle of this company shall be in
I Patterson, st. Mary parish, La, and all eta
| tons and other legal processes shall be
served on the pres ident or in his absence
upon the vice president, or in the absence
| of both upon the secretary.
1t shall nave power to contract. to sue and
| to be sued to make and change at its pleas
ure such rules and bylaws for the manage
/ ment of its business, as it may deem proper
| to appoint such officers, managers and
agents for the management of its affairs as il
may desire; to hold, receive, rent purchase
and convey, mortgage and hypothecate I'M
der its corporate name, property both real
and personal, 10 execute notes and bonds
and to make ana sign contracts and to do all
such other things as may be necessary to
carry out the Purposes of the corporal ton.
ARTICLE III.
The objects and purposes, for which this
corporation is organized and the nature of
Its business is declare to be:
The max ing and burning Of bricks of all
commercial grades and the manufacture OF
various commercial products from clay.
Inc sale both wholesale and retail of all
clay products and bricks, whether manu-
featured by the corporation or bought for its
account, and the establishing OF such retail
yards as may be necessary.
nj no ntb b,,iI Ill
OF works in which its products can be used,
or the lending of money for the construction
OF the same, or the advancement of material
Tor the same purpose; and to make and eX
ecute and carry out all such contracts as
may be necessary to do such things.
The purchase and sale of sand, lime, NOR
tar and cement and such other material as
are connected with the building and con
struction OF houses, buildings and public
works.
The use of its machinery and digging APP
paratus, when not in use in the making of
bricks, for the purpose of cutting drains and
canals and bitches for it's own use or for
private or private use; and make, execute
ana carry out all contracts necessary to do
this thing.
ARTICLE ".
The capital stock of this corporation shall
be Ten Thousand (SlO000) Dollars, divided
into one hundred (l00) shares of the par
value of one hundred (sl00) dollars each, of
this amount of the capital stock six thous-
and (S6OO0) dollars or sixty (60) shares shall
and $4,000 dollars or forty (40) shares shall
be known as preferred stock.
The capital stock, common and preferred
has been subscribed for by the undersigned
Incorporators and is to be subscribed for by
those who may hereafter subscribe for the
same, upon the following basis:
In the event at any time of the liquidation
OF the affairs of the corporation the pre-
ferred stock i'll existence at that time shall
be settled with in full before any settlement
is made with the owners of the common
Stn ial NJ IL
of the value of the same, the book value of
the capital stock shall be accepted by al,
parties as Il basis of settlement.
Whenever the board of directors Shall
deem tit to declare dividends from the prof
its arising out of the business of the corpo-
ration no dividends for any year shall be
paid to the common stock until the preferred
stock shall have received a preferential
dividend of ten per cent for that year.
After the preferred stock shall have re-
ceived this preferential dividend of ten per
cent. for the year in which it is declared, the
common stock shall receive all remain ing
dividends up to the amount of ten per cent
upon the common stock; and then all re-
naming dividends for that year shall be di-
vided equally per share between the com
mon and preferred stock.
The stock of the corporation, common or
preferred, is hereby declared to be non-as-
sessable and it shall not be in the power of
the corporation at any time to adopt any by
law or amendment whereby any of the said
stock shall be made assessable without the
unanimous consent in writing of each share
holders of the corporation.
The board of directors can at any time re-
tire such amounts of the preferred stock of
the corporation as it may deem best, by
sending written notice 80 days in advance
to any stakeholder or stockholders, whose
stock 1t may desire to retire, and paying to
him to them the book value of the stock
provided that in any year before any pre-.
ferred stock can be retired, it must also be
paid its preferential dividend of ten per cent.
before being retired at its book value
nrpferrpI haI 1o
listed on the books of the corporation as
common stock and shall be subject to re is
sue as common stock at it's full book value
by the board of directors.
All I'M issued stock, common or preferred
or retired preferred, shall be placed to the
account of the treasurer of the corporation
to be known as treasury stock, held for issue,
and such stock shall be entitled to no accru.
ing profits or dividends, while they are in
this condition.
No stock, common or preferred shall be
issued except for cash or its bona tide euui-
valent in material or labor.
Transfers of stock will not be recognized
until notice of the same has been given to |
this corporation by the owner or his duly
authorized agent, and suck transfer has been |
made on the books of the corporation.
All transfers of preferred stock shall be |
made and accepted subject to the right of |
the board of directors to retire the same at |
any time on demand.
ARTICLE V.
All the corporate powers of this corpora.
tiOu SIidl De vested IN ana exercised DV |
board of nine directors, stockholders of the
corporation, elected by ballot annually on
the 4th Tuesday of January of each year at a
of the Stockholders.
Said board shall have the power to fill all
in it's body, occurring during the
year, and its members shall hold office until
the successors shall have been elected and
qualified
The officers of the corporation shall be a
president, vice president, a secretary. and
4 treasurer, who shall be stockholders and
directors of the corporation.
The first board of directors shall be COM |
posed OF the following stockholders: Henry
Hausmann, president; j. z. Muggah, vice
president; Sam X. Guyther, secretary and r.
Lee Riggs, treasurer, and Messrs. Wilbur Fl. |
rrellue, and j. S. Perkins.
ARTICLE VI.
This charter may be amended, or its Cant
al stock increased or decreased CT the cor
)OratOn may be dissolved at a meeting of
pose, each stakeholder having been given
written notice through the mail ten days
)rior thereto of the date and purpose of such I
Meeting; providing three fourths Of the |
took present or represented vote affirma-
lively thereto.
At all meetings of stockholders held for
my purpose, each stakeholder can cast one |
1Ote for each share held by him, whether
common or preferred, in person or through |
IN agent by written proxy.
ARTICLE VII.
When for any reason this corporation NAV |
Ne dissolved, three commissioners elected
y the stockholders, shall take charge of it's
fairs and liQuidate the same, and shall re-
no mill u.