St. Tammany farmer. [volume] (Covington, La.) 1874-current, 1907-02-23
CHI. ARTER
- OF THE
John B. CefaIu Commercial
and Improvement Co.
United States of America, State of Lou
isiana, Parish Of st. TammanY.

BE 1T KNOWN, That on this twenty-fifth
day of the month of January. in the year OF
| our Lord one thousand nine hundred and seven,
before me, Lewis L. Morgan, notary public,
| duly commissioned, qualified and sworn, IN
and for the Parish of St. Tammany, State OF
Louisiana and in the presence of the witnesses
hereinafter named and undersigned, person.
ally came and appeared the several persons
whose names are hereunto subscribed, who
severally declared that, avalling themselves OF
| the laws of the State of Louisiana in such cases
made and provided, they have covenanted and
| agreed and do by these presents covenant and
| agree and bind themselves, as well as all such
persons who may hereafter become associated
with them to form a corporation, for the OBJ
| jects and purposes and under the articles and
| stpulations following, to-wit:
| a ARTICLE l.,
The name and style of this corporation shall
be the JOHN B. CEFALu COMMERCIAL AND
| IMPROVEMENT COMPANY" and under its said
| corporate name it shall have power and au-
/! thority to have and enjoy corporate existence
| and succession for the full term and period OF
ninety-nine years from and after the date
hereof; to contract, sue and be sued; to make
| and use corporate seal and the same to alter
and break at pleasure: to hold, receive, lease.
purchase and convey, as well as mortgage and
hypothecate property, real, personal and
mixed, corporeal and incorporeal: to name
| and appoint such managers, agents, directors
| and officers as its business, interest and con-
| Ycnience may require, and to make and estab-
| lish, as we'll as alter and amend, from time to
time, such bylaws, rules and regulations for
| the proper government of the affairs of said
| corporation that may be necessary and proper
| ARTICLE II.
The domicile of this corporation shall be in
| the town of Covington, Parish of st. Tammany.
State of Louisiana, and all citations and other
| legal process shall be served on the President
of said col poration, or in the event OF his ab-
sence upon the Vice President, and in the ABB
Sence of both of these officers upon the Sec
| rotary of this corporation,
ARTICLE Ill.
The objects and purposes for which this cor
| poration is established, and the nature OF the
i business to be carried on by it, are hereby de-
clared to be: To engage in trade ana barter; 20
Guild, construct, operate. buy, sen, lease OF :
| hypothecate all works of public Improvement
Or in the nature of public utility or of quasi
public nature. inclusive of traction, power, gas
electric water plants and the manufacture ana
sale of their products or by-products, whether
said property be located in the State OF Louisl-
ana or in any other State of the United States
or possession of the United States or any for
cign cOuntry;. to purchase and otherwise &C
/ quire, lease, hold and sell real estate OF all
kinds and to improve said real estate and gen.
orally to hold and exercise all such incidental
powers and privileges as relate to the objects
and purposes hereinaboVe set forth, and speci-
ally all the provisions of this charter may
be performed in any State in the United States,
any possession thereof, and in any and all
foreign countries.
: ARTICLE ".
The CAPITAL stock of this corporation is here
by fixed at the sum of ten thousand dollars
100000, divided into and represented by one
hundred u0Ol shares Of the sum OF one hundred
dollars E$lo0l EACH. Said stock shall be paid
for in cash at such times, in such amounts and
after such.notice to the subscribers as may be
fixed by the Board of Directors, or the same may
be issued at not less than par for labor done or
! property actually received by the corporation.
This corporation shall become going con-
Germ and be authorized to do bushes as soon
as Five Thousand Dollars of its capital stock
shall have been subscribed for.
ARTICLE ".
All the corporate powers of this corporation
shall be vested in and exercised. by a Board of
Directors to be composed of three stockhold-
; ers to be elected annually on the first Mon
day in February in each year, except the first
board of Directors under this cnarter, VINO
shall hold their office until the first Monday in
All such elections shall be held by ballot and
conducted at the office of said corporation UNI
i der the supervision of three commissioners to
| be appointed BY the Board of Directors.
Notice of such election shall be given by the
Secretary Of the company Republication for
: not less than ten daysprlor thereto IN news
paper published in the town of Covington, st.
Tammany Parish, Louisiana.
At all such elections and at all corporate
meetings every stakeholder shall be entitled to
one vote for each share of stock standing in
his name n,the books of the company, to be
! cast in person or by his written proxy, and
majority of the votes cast shall elect,
Any vacancy occurring among the Board OF
of Directors by death, resignation or otherwise,
shall be filled by election tor the remainder OF
the term by the remaining directors:
Failnre to elect directors on the date above
specified Shall not dissolve the corporation nor
| impair the corporate management, but the di-
rectors then in office shall remain in office UNI
til their successors are elected and qualified.
The first Board of Directors under this char
ter,shall be composed of. John B. Cefau, John
D. Cefulu and Salvador D. Cefalu, OF which John
B. Cefalu shall be President, John D. Cefalu
Vice President and Salvador D. Cefalu Sec
| The BOARD of directors from time to time
may name and appoint all such other officers
and agents as 1t may deem necessary for the
purposes and business OF the corporation.
! they shall have power to fix and define the
duties. of every officer and employee, and all
officers and employees shall hold office and
employment at the pleasure of the Board.
The Board may make and eStaphsh, as wen as
| alter and amend, any and all bylaws, rules and
regulations necessary and proper in its judg-
ment for the conduct, support and management
of the business and affairs OF this corporation.
| The Board shall have full power and authority
to borrow money, to execute mortgages and to
create liens: to issue bonds notes and other
obligations, and generally to do all things
requisite, Reasonable, convenient ana neces-
sary for the proper carrying on OF the business
The Board may issue full paid shares of the
capital stock for cash, or in payment for labor
done or property actually received by this cor
coration. -.
Whenever this corporation may be dissolved,
either by limitation or from any other cause,
IL shall be HQuidated by three commissioners,
to be appointed from the stockholders at
general meeting of stockholders convened Ior
that purpose, of which meeting notice shall
be given in the manner and time provided for
stockholders meetings by Article VII OF TINS
charter ana majority in amount OF the capi-
| - nfH6
meeting shall be requisite to elect. Said COM
mssioners shall remain III office until the ar
fairs of said corporation shall nave oeen Iuiiy
liquidated. II ia
commissioners the vacancy shall be filed by
election of the surviving commissioners.
ARTICLE VII.
| This act of incorporation may be modified,
changed or altered, or said corporation may be
dissolved, with the assent of three-fourths OF
the capital stock represented at genera
meeting of the stockholders convened Tor thal
purpose, and after notice shall nave been given
in one or more newspapers published in the
town of Coyington. ST. Tammany Parish, Lou
/ isiana. once a week for four weeks preceding,
the meeting, and by written notice to each
stockholdet mailed to him thirty days prior %
the date of the meeting, at the poStofhce ad-
dress designated by him in writing.
ANY changes proposed or made IN reference
to the capital stock of this corporation shaL DC
| made in accordance with the laws OF the state
of Louisiana on the subject of altering the capl-
tai stock of corporations.
ARTICLE Viii.
| No stakeholder shall be liable for the con-
| tracts or faults of this corporation in any far-
| ther sum than the unpaid balance due the cor
poration on shares of stock owned by MIN. noI
Shall any mere informally IN 1Ig s.n si
have the effect of rendering this charter nun,
| or of exposing a stakeholder TO any llaoiliLy
| beyond the unpaid amount remaining on ms