The herald., 1912-12-12

other agricultural products, as principals or
as agents; TO make advances for the raising
OF crops, whether on notes or on open &C.
counts secured or unsecured; TO loan money
on mortgage, or otherwise; 10 borrow money
and for that purpose TO pledge mortgage
notes or other securities T; to acquire and dis
pose of negotiable securities to acquire, pur-
chase, SELL mortgage and dispose OF real
estate within the state of Louisiana and TO
improve the same; TO cultivate, lease, mort
gage or make other contracts in reference
10 plantations and other real estate, and
generally to do all things incidental 10 the
objects herein stated.
ARTICLE ".
The capital stock of this corporation i
hereby fixed at the sum OF one hundred
thousand dollars $500, 100000, divided into
and represented by one thousand shares of
the par value of one hundred dollars
(S10O.00) per share. This company shall
have the right TO commence business and De
a going concern when three thousand dollars
tS3,OO0.OO) of the capital stock shall have
been subscribed for. All stock subscribed
for shall be paid for in cash or property re-
ceived or labor done at such time and upon
such terms and conditions as the board of
directors shall prescribe. No transfer of
stock shall be admitted Or held TO be valid
or binding far the company is con
cerned unless made on the books of the
company. No sale or pledge of stock shall
be valid unless said sale or pledge Is accom-
panied by a written certificate signed by the
president and secretary treasurer of the COM
pany to the effect that said stock was Of
fered to the remaining stockholders through
the board of directors at its book value for
period of ten days, and they had failed or
declined TO PURCHASE same.
Stock sold or pledged in cOntravention to
this provision shall become the property of
the stakeholder first rendering 10 the trans
ferree or pledge its book value.
ARTICLE V.
All the powers of this corporation shall
be vested in and the business and affairs
shall be managed by a board of directors
consisting of three directors who shall be
elected annually at a meeting of the stock
holders on the first Monday of October of
each year, except the first board OF direc-
tors named in this charter, who shall hold
office until the first Monday of October, 1914.
All elections shall be held by ballot at the
Office OF the company under the supervision
OF two commissioners to be appointed by the
board of directors. Notice of such meeting
shall be given by the Secretary-treaSurer in
writing, delivered TO each stakeholder in
person, or mailed to his last known address
at least ten days prior TO such election, but
this notice may be waived by all the stock
holders
At all such elections and at all meetings
of the stockholders every stakeholder shall
be entitled TO one vote for each share of
stock standing in his name on the books of
the company at the date of said election or
meeting; said votes 10 he cast in person or
by written proxy, and majority of the
votes shall elect.
The failure to elect directors at the an
nual meeting shall not dissolve or affect the
corporation nor impair its mana cement in
any respect but the directors in office shall
remain in Office until their successors are
elected and qualified.
The board of directors shall elect as soon
as possible after their own election and
from their own number a president, a vice
president, and a secretary-treasurer, and
may grant TO each officer such power as they
deem proper.
All vacancies in the board for whatever
cause shall be filled by the remaining direc
tors. Any member OF the board may ap-
his place and stead at any meeting of the
board
ARTICLE VI.
This act of incorporation may be mOdi-
fed, changed or altered, or said corporation
may be dissolved with the assent of three
fourths Of the capital stock outstanding, at
meeting of the stockholders convened for
that purpose and after ten days notice has
been given by registered letter mailed TO the
last known address OF each stakeholder. The
said notice may be waived by the unanimous
consent Of all the stockholders.
In case of the dissolution of the corpora
tion its affairs shall be liquidated by the di-
ton.
ARTICLE VII.
No stakeholder shall ever he held liable
for the faults or contracts of said corpora
tiOn In any further sum than the unpaid
balance due to the corporation on the shares
owned by him, nor shall any mere informal
ity have the effect of rendering the charter
null. or exposing any stakeholder to any
liability beyond the unpaid balance due on
his stock.
ARTICLE VIII.
The first board of directors shall consist
of Emile A. Rainold, who shall be its first
president: Ernest Roger, who shall be its