The herald., 1911-09-07

be paid equally upon both common and nre.
ferTed stock N P''
In case of quidatlon-either voluntary
or inyoluntary-Of the company, the assets
and avails of the company shall he used
hrst 10 pay the par value of the preferred
STOCK ana all arrears of dividends thereon
IN iuli before any distribution shall be
MADE In favor of the common stock
SAID stock, both common and preferred.
shall be paid for in installments of such
amounts and at such times as the hoard
Of directors may determine. but anv mart
or parcel of said stock may be issued bv
SAID board OF directors at not less than
par, In payment Of labor done or land or
tion.
This corporation shall commence business
and be going concern as soon as One
hundred Twenty-Five Thousand (Sl25, OOOl
Dollars OF Its capital stock shall have been
subscribed for, and this charter signed and
executed by the incorporators.
ARTICLE ".
All the corporate powers of this corpora
ton shall be vested in and exercised NV a
board OF hye (5) directors, TO be composed
OF stockholders, three of whom shall CON
stitute quorum for transacting all bust
ness. The board of directors shall be vest
ed with full power and authority to make
all contracts, purchases and sales and adoDt
all bylaws, rules and regulations for the
government Of the business and affairs of
the company, and alter, ienend and change
me same at pleasure; appoint, hire and dis
charge all Officers, agents and employees. fix
all salaries, and generally TO do and per-
form all things necessary In the transaction
OF the business and affairs of the company
Any vacancy occurring in said board shall
be filled by the remaining directors in the
manner provided for in the bylaws
The first board of directors of this cor
poration shall consist of James A. Clinton,
\. Sherman Hill, John S. Perry, Allen ;
Ferry and George III. Penn, with the said
James A. Clinton as president A. sherman
Hill as vice president, and John s. Perry as
secretary and treasurer, who shall hold their
offices until the first Monday in December.
1912, or until their successors are duly
elected and qualified.
On the first Monday in December, 1912
and annually thereafter an election for di-
rectors shall be held at the office of the
company, under the supervision of three
commissioners to be appointed by the presi-
dent, and the directors then elected shall
take their seats Immediately and shall hold
office until their successors are duly elect
ed and qualified. Each board shall elect its
own officers, which shall consist of a preS-
dent, secretary and treasurer. Two of
said offices may be held by the same per-
son.
All corporate elections shall be by ballot,
and majority OF the votes cast shall elect,
and at all stockholders meetings held for
any purpose, each share Of stock shall be
entitled to one vote, either In person or by
proxy, by the person in whose name same
Is registered on the books of the company.
stock transfer books for a period not ex-
ceeding thirty days before any meeting.
Written notice of stockholders meetings
shall be given to each stakeholder by the
secretary at least ten (lO5 DAYS prior to
elections, by mailing. same, postage pre-
paid. to his last known pOstoffice address.
The board of directors shall have power
TO establish stock transfer agencies un-
der reasonable rules and regulations, in the
cities of New Orleans, La; and Chicago,
ILL.,, and at such other places as they may
deem necessary and the business Of the
corporation shall require.
ARTICLE V.
This act of Incorporation may be changed,
altered or modified, or this corporation dis
solved, with the assent of there-fourths
GA of the stock present or represented at
any general meeting of the stockholders
convened for that purpose after thirty 800
days prior notice of such meeting shall have
been given by publication in one of the
daily newspapers published in the city OF
New Orleans, by five (5) publications dur
be made in reference to the capital stock
shall be made in accordance with the then
| existing laws on the subject.
ARTICLE VI.
Whenever this corporation Is dissolved
either by limitation OF its charter or from
any cause, its affairs shall be liquidated by
three 90 commissioners to be appointed
| from among the stockholders at a meeting
of the stockholders convened for that pur
pose after thirty 800 days prior notice
Shall have been given by the secretary tC
each stakeholder Said commissioners shall
| remain in office until the affairs of said
| corporation shall have been fully liquidated
| In case of the death Of either commission
| er, the survivors shall continue to act.
ARTICLE VII.
No stakeholder Of this corporation shall
| ever be held liable or responsible for the
contracts or faults thereof in any further
sum than the unpaid balance due to the
corporation on the shares owned by him
nor shall any mere informality in organiZa
| tiOn have the effect of rendering this char
| ter null, nor of exposing a stakeholder tC
any liability beyond the amount Of his
| stock.
The subscribers hereto have each writer
| opposite their names the number OF shares
subscribed for, so that this act may alsC
serve as the original subscription list.
THUS DONE AND PASSED in my notaria
office in the city of New Orleans, La, II
the presence of A. T.. Dusenbury and e. Gil
| thorpe, competent witnesses of lawful age
and residing in this city, who hereunto sub
scribe their Names together with said par
| ties and me, notary, on the day and date
set forth in the caption hereof.
Original signed
Jas. A. Clinton. S12 shares.
| Jno. 5. Perry, BIZ shares.
! Per Pro A. s. Hill.
| Allan s. Perry, 157 shares.
George II. Penn, 157 Shares.
| Witnesses:
A. T. DUsENBURY.
Z. GILTHOPE $500
J. G. EUSTIS,
| (SeaD Notary Public.
| /, the undersigned Recorder of Mortgages
| in and for the Parish of Orleans, State o.
| Louisiana, do hereby certify that the abov'
and foregoing act of Incorporation OF TN
Dixie Delta Farms Company, was this dal
duly recorded In my office In Book 1901
| folio :.
New Orleans, La, Aug. "a, 1911;
(Signed) EMILE LEONAhD,
| Deputy Recorder.
| / hereby certify the foregoing and within
| to be a true and correct copy of the orig
| inal act of Incorporation Of the Dixie Delft,
EARNS Company, together with the certif
cate of the Recorder of Mortgages on MI
and of record in my office.
| In faith whereof / have hereunto set m
hand and seal this fourteenth day OF Au
gust, 1911. ,,,sr,S
(SeaD Notary Public.
Aug II, "a, 81, Sept. Z, IA, 81, 1911.
CHARTER