The herald., 1911-03-16
CHARTER
OF THE ROBINSON TIE & TIMBER
COMPANY
UNITED STATES OF AMERICA, STATE
OF LOUISIANA. PARISH OF ORLEANS
CITY OF NEW ORLEANS


| COMPANY.
UNITED STATES OF AMERICA. STATE
| OF LOUISIANA. PARISH OF ORLEANS,
| CITY OF NEW ORLEANS.
BE it known, That on the twenty-frst day
| of the month of February, in the year of
| our Lord, one thousand. nine hundred and
eleven. and of the independence Of the
| United States of America the one hundred
| and thirty-SiNth: before me, W. Morgan
| Gurlcy, a Notary Public, duly CmmiSSined
and qualified in and for the Parish of Or
| leans. State OF Louisiana. and in the pres
ence of the witnesses hereinafter named and
undersigned personally came and appeared
the persons whose names are hercunto sub
Scribed, who declared that, awaiting them
selves of the laws Of this state relative to
the organization of corporations, and the
provisions Of the constitution of this said
state, have covenanted and agreed, and do,
| by these presents, covenant and agree, obi
gate and bind themselves as well as such
persons as may hereafter become associated
with them or body polite under the fol
lowing articles which they adopt as their
Charter, to-wtt:
ARTICLE ].
The name of this corporation shall be
ROBINSON TIE x TIMBER COMPANY.
with its dOmicile in the City of New Or
leans, State Of Louisiana. and il shall enjoy
succession for period of ninety nine t99D
years from the date hereof. Ii shall have
and exercise, for the purpose Of its business.
all the powers conferred by law on similar
corporations. and ii shall be authorized TO
do and perform any act and thing, and to
conduct any business not specially prOhib-
tied by law TO corporations.
IL shall have power and authority 10 re-
ceive, buy, own. hold. purchase, ALLEVIATE,
lease, rent, convey, mortgage, hypOthecatc
pledge, or otherwise cucumber or dispose of
property, real, personal and mixed 10 issue
bonds. certificates and notes, or other evi
dence Of Indebtedness: to borrow money and
secure same; 10 name and appoint its man
ayers and employees and To fix their com
pensation and TO discharge them at pleas
ure.
1t shall have power to elect officers and
directors and agents: TO establish such by
laws, rules and regulations may be nee
esSary and proper for the conduct and man
agement of its business, and the same to
alter and amend, or abolish, at pleasure, to
make and use seal or not, at the dscre-
ton of the board. 1t shall have the right
10 increase or diminish its capital stock
with no other fOrmalities than hereinafter
provided, and according TO law.
1t shall have the power and authority TO
contract, sue and be sued in its corporate
name, and generally to do and perform all
such acts as may be necessary and proper
TO execute and carry out the purpose of this
corporation. Ii shall have power and au-
thOrity to enter into and operate any kind
of business, factory, plant or enterprise.
and to establish such agencies as it may
choose for the conduct Of its business, here
or elsewhere.
ARTICLE IL.
All citation or other legal process shall
be served upon the President of this cOrpOr-
atiOn and in his absence or inability 10 act
then upon the Treasurer, at the dOmicle
OF this corporation.
ARTICLE Ill
The purpose for which this corporation
Is organized and the nature of the business
TO be carried on by IL are hereby declared to
be: A general cross-tie and timber business,
TO buy, sell, manufacture. deal in sites
and timber of any character, and to deal in
and manufacture any forest products, and
to also have the right to conduct a mercan-
tile business in connection with their other
business and to do whatever may be- Incl
dental to general cross-tie and timber
business.
ARTICLE ".
The capital stock of this corporation is
hereby declared to be four thousand (S4,OOO)
Dollars. divided into forty (40) shares of
said stock shall be paid for in such amounts
and on such terms and conditions as the
Board of Directors may determine, or il |
may be issued full paid and worcestershire
actually performed and rendered to this
corporation.
ARTICLE V.
All the corporate powers Of this corpor-
alton shall be vested In and exercised by |
a board of three 90 directors, who must |
be stockholders and who shall be elected |
annually on the second Tuesday in March |
of each year, by the stockholders, commenc- |
ing on the second Tuesday in March, 1912, |
at which time the officers Of this corpora |
ton shall also be elected by the board from |
among their members, or as soon thereafter
as possible and the directors and officers |
shall hold their respective offices until their |
successors are duly elected and qualified. |
The said officers are declared to be a Presi- !
dent, Vice-President, and Secretary
Treasurer. The ONCE of Secretary-Treas- |
urer may be filled by person who may, |
or may not be a director or stakeholder, at
the discretion of the board.
The first Board of Directors is hereby de-
clared TO be Charles W. Robinson, Jesse G..
Rainwater, Robert G. Robinson, with the
said Charles W Robinson as President,
said Jesse G. Rainwater as Vice-President,
and the said Robert G. Robinson, Secretary
Treasurer.
The said Board of Directors and officers
shall retain their respective offices until the
second Tuesday In March, 1912, or until
their successors are duly elected and quail
ned: Any vacancies occurring in the Board
of Directors before the expiration of their
term, shall be flled by the remaining direc
tors for such unexpired term.
Said board shall have the power to make
bylaws, rules and regulations as 1t may
deem proper, and to alter, amend, break and
revoke same at pleasure.
Any director shall have the right to be
represented by written proxy given to a
stakeholder (who need not be a member of
the DOdruD, 10 represent MIN at any directors
meeting, and any director may waive any
and all notices Of meeting by written notice
TO the Secretary and each member of the |
Board, as also the stockholders shall leave
their last address with the Secretary of this |
corporation. and their failing to do so shall |
be construed as a waiver of all notices
Three members Of the board shall consti- |
tute quorum for the transaction of all |
business.
All meetings Of stockholders shall be |
called by written notices sent to each of !
them at their last known address not less |
than ten days prior to said meeting, unless |
herein otherwise provided for.
ARTICLE VI.
The failure to hold an election, or to elect |
either directors or officers Of this corpora
ton on the day fixed shall not forfeit this |
charter, or affect this corporation in any
way, but the then existing board or officers, |
or both, shall retain their respective offices
until meeting can be held, and until such
board, or officers are elected.