The Donaldsonville chief., 1907-04-06

the power in its corporate name to sue and be
sued; to receive, purchase, hold, lease, sell and
convey, as we'll as to mortgage, hypothecate
and pledge, under the corporate name, prop
eFty, real and personal; to borrow money; to
execute the objects and purposes of this cor
poration; to issue notes or bonds therefor, and
TO secure same by mortgage or other security
to consolidate with any other corpora tion in
such manner as may be permitted by law now
existing or hereafter passed; to sell all or any
portion of the property of the corporation, and
to receive the price of said sale or transfer in
money, lands stocks, or bonds; to name and
employ such managers directors, officers,
agents and employees as the interest and con-
venience of the corporation may require; to
make corporate seal. and to break same at
pleasure: to create bylaws, rules and regula-
the affairs of the corporation, and the same to
alter and change at pleasure, and, generally, to
do all and every thing necessary and ezpedipnt
to carry out the objects and purposes OF this
ARTICLE TWO.
The domicile of said corporation shall be in
the town of Burnside, in the parish of Ascen-
sion, state of Louisiana. Citation and all other
legal process shall be served on it's president,
and in the event of his absence from the state
or disability on the secretary thereof.
ARTICLE THREE.
The objects and purposes of this corporation
are to own, hold, purchase and convey timber,
timber rights and timber lands in the state of
Louisiana to manufacture timber into lumber
and 9ther means of executing the purposes of
this corporation: to erect, construct and main
tain railroad or tranfway to be operated for
the purposes aforesaid; and, generally, to do
and engage in any other business and enter
prise connected with, or Incidental to the pur-
poses above stated.
ARTICLE FOUR.
The capital of this corporation is hereby fixed
at the sum of six hundred and fifty Thousand
dollars, divided into, and represented by six
thousand five hundred shares of one hundred
rrfsta cfar ocEo bas
time to time and paid for in such manner and
in such amounts as the board of directors may
determine. Such stock may be issued in whole
or in part for cash paid to the company or for
property, either real or personal, or timber
rights conveyed TO tue company, or for labor
actually performed. The corporation may
commence business as soon as three thousand
dollars of the capital stock shall have been sub
scribed and paid for. Transfers of stock shall
be made only on the books of the corporation,
by the stockholder, or his attorney. but no stock
shall be transferred until and unless any in
debtedness due by the holder of said stock to
the company shall have been paid and extin-
guished. No stockholder shall sell any share of
said stock to any person not already stock
holder, unless lie shall have first offered such
share or shares TO said corporation at the same
price, and, when the offer is made to the cor.
poration, it shall be its duty to advise the re-
manning stockholders of said offer that they
may have an opportunity TO purchase the stoek
which option, however. they must exercise
within twenty days from the receipt of notice
ARTICLE FIVE.
All the corporate powers of this corporation
shall be vested in, and exercised by. a board of
five directors, each of whom shall own at least
one share of the capital stock of this company,
aud any female stakeholder shall be eligible to
this Office. The directors shall be elected by
ballot, under the supervision of two commits
sioners, appointed by the board, at the meeting
of the company preceding the election. Each
share of stock shall be entitled to one vote and
said ballot may be cast by. the shareholder in
hxV aio
of directors shall take place ON the first Mon
day of January, in each year, unless that day
proves to be legal holiday, in which event
said election shall be held on the day succeed
ing, and the board thus elected shall hold its
first meeting as soon as possible thereafter.
Three members shall constitute quorum of
the board, and it shall have power to fill all va
cancies in its own body to hold Office until the
next general election. and until their successors
have been elected and have qualified. Notice
shall be given of the annual election by mail
addressed to the last known address of each
stockholder, at least i've days before the meet
ing, and no other notice is required. Any mem-
Der of the board who may be absent from the
domicile of the company, or who may be pre-
vented from attending any meeting, may give
a written proxy to any other member of said
board of directors, TO represent him at any
special or general meeting of the board. The
board of directors shall have power to sell any
or all of the property of the company without
first consulting the shareholders, provided, in
the event of the sale of the entire holdings of
Immediately after the signing of this charter
the subscribers shall meet without formalify,s
and name the first board of directors. who shall
serve until the election TO be held in January,
1908.
ARTICLE SIX.
The officers Of the company shall be a presi-
dent, a vice president and secretary and
treasurer, and the office of secretary ard treas.
urer may be filled by one and the same person,
who need not be shareholder or director.
The president and vice president shall be share.
holders and directors and shall be elected at
the first meeting of the first board of directors
and annually thereafter but all other officers
shall serve only during the pleasure of the
'9'.ts, - ARTICLE SEVEN.
No stockholder shall ever be held liable or
for the contracts, faults or debts of
this corporation, nor shall any mere informality
in the mode of organization have the effect of
stockholder to any liability beyond the unpaid
balance due on the shares owned by him.
ARTICLE EIGHT.
This act of Incorporation may be changed
modified. or altered, or said CORPORATION nav
be dissolved, with the assent of three-fourths of
Ihe stock represented at the general meeting of
he stock kholders, to be convened for such pur-
pose, after thirty days previous notice of such
meeting shall have been given, in writing, to
zach stockholder, and published in q daily
newspaper in New Orleans.
ARTICLE NINE.
Whenever this corporation is dissolved BY
imitation or otherwise, the affairs shall be
iquidated under the supervision OF two per-
ions. appointed for that purpose at a general
Meeting of the corporation. They shall remain
q office until the complete termination of their
iuties. In case of the death of one of them, the
uryiVor shall continue to act, but the stock
FOLDERS may fill the vacant position il they see |
it.
ARTICLE TEN
All notices and delays IN this charter pre-
cribed may be waived by the written consent |
# all the stockholders, and any act herein pro-
'ided TO be done under or after notice, may be |
egally and validly accomplished under and /
ItteT the waiver of such noticas and delay.
The subscribers hereto have each written op. |
'osite their names the number Of shares sub |
crlbed for, so that this act may also serve as /
ne original subscription list.
Thus done and passed in my Office, on the |
ay, month aud year first above written. in the /
resence OF Alfred Danziger and Theodore A. /
'eck competent witnesses, who have signed /
nth the appearers and me, the notary. after t
eading the whole.
E. W. DURAET, JR., AND
OTHERS.
A. DAEZIGER,
T. a. BECK,
Witnesses.
/, FELIX =. DREYF0US, notary public for
ne parish Of Orleans and state OF Louisiana,
0 hereby certify the above and foregoing to
0 d true and correct copy from the original