The herald., 1912-10-31
CHARTER
OF Pan AMERICAN LAND 4 LI'MBE
COMPANY"

LEANS, CITY or NEW ORLEANS.
Be- 10 known. that on this l9th DAY u' the
month of October. in the year ~ uur Lord
one thousand nine hundred AMI twelve. and
OF the Independence of the United States ut
America the one hundred and thjrty-S. zenith,
before mp. lhilip tiru~lrr. Ir. a notary Pui.
lie in and for the parish Of Orleans. state Of
Louisiana. duly commissioned and qua 'iUrI.
and in the presence Of the witnesses mere
matter named and undersigned. personally
came and appeared the several persons
whose names are hDreunto subscribed an NJ
the age ~ majority, who declared that,
avaiing themselves Of the provisions 81 the
laws Of this state, relative To the or-luiza
ton ~ corporations, they hereby form them
selves into and constitute corporation for
IN" objects and purposes. and under the
>tipuiations hereinafter set forth. tO-wit:
ARTICLE ].
The name. S'ylc and title Of this c0rpu-
ration shall be the "I'A\ AMERICAN LAND
a LUMBER COMPANY" and under thai
name il shall hay" and enjoy all the rights,
privileges and immunitle> granted by law 10
corporations II shall exist for period Of
ninety years from the day and dat'
hereof il shall have the power and author
ity IN its corporate name 10 sue and be
sued 10 make and Us" "A corporate seal, the
same to break alter or amend at pleasure
to own, hold receive, purchase, sell, convey,
deliver, mortgage, lease, hypOthccatc, and
pledge property, both real and personal, cor
poredl and inCOrpOrcal improved and unim-
proved: to borrow and lend money To issue
bonds. notes and other obligations, negutia-
bic Instruments and other evidences OF debt,
the same 10 secure by mortgage or pledge of
the property of the corporation; to purchase
or otherwise acquire hold, SELL assign, trans
fer, pledge or otherwise dispose of shares of
the capital stock of any other corporation
or corporations, and to issue It's obligations
in payment or exchange therefor, and to Sc
cure the same by mortgage, pledge, or any
other way, for the purposes OF the business
of its Incorporation to purchase or acquire
shares of its own capital stock from surplus
mr. nh WN IA
reSUld, unless retired in order 10 decrease
the capital stock of the company as pro-
yidcd by law; to appoint managers, officers,
agents in the state of Louisiana and other
quire to establish, alter and amend all rules
and regulations and bylaws for the conduct
and management of its business as may be
necessary and proper.
ARTICLE IL.
The domicile of this corporation shall be
in the city of New Orleans, state of LOuisi
ana, and all citation and other legal pro
cess shall be served upon the president, and
in the absence of the president upon the
yice-president, and in the absence of both Of
these, upon the secretary treasurer Of said
corporation.
The objects and purposes for which this
corporation is organized and the nature of
the business to be carried on by II, are
hereby declared TO be:
To carry on a general mercantile business
and trading generally, as incidents to its
main business; 10 deal in, acquire, buy, sell,
lease, rent mortgage or hypOthecate, real
Louisiana, TO improve same, TO construct
buildings, roads, streets thereon, or to drain
or otherwise improve the same:
To buy and sell at wholesale or retail
timber lumber and other forest products, in
its raw and manufactured form to manufac-
ture the same in any and all forms:
To own, operate, build, lease, acquire or
control such manufactures, mills, dry kins
and other plants incidental TO said business,
in this and other states:
To buy, own, lease, acquire, sell or mort
gage tmbered and other lands, for the pur-
pose Of operating its manufacturing plant
or plants, or for the purpose of acquiring
the Stumpage of timber thereon:
To construct, buy, lease, own, operate and
acquire tramways and railways, bargeS,
steamers, schOOners, launches and other wa
ter craft, for the purpose of carrying on its
said business, but not as common carriers
and generally, 10 do and perform any and
all things necessary, proper or incidental 10
the operation and carrying on of general real
estate, lumber and manufacturing and saw
mill business.
ARTICLE ".
The capital stock of this corporation Is
hereby fixed at the sum OF thirty-ive thou
sand dollars (S3J,0O0D, divided into and
represented by three hundred and fifty $500
shares, each of a par value of one hundredd
dollars (s1OO). payable in cash or its equiv
alent, as follows:
One hundred and fifty Q5O) shares of
preferred stock, and two hundred (20O)
shares of common stock.
The preferred stock shall be entitled TO
preference and priority over the common
stock in that 1t shall he entitled to receive
annually from the net earnings Of the bust
ness of the company dividend OF six per
cent % per cent?, which shall be cumulative
and which shall be paid before any dividend
Is declared upon common stock, or paid TO
common stock holders. The preferred stock
shall be entitled to no additional annual
al lNefN hall NIA 90 NT,.aN
dalton or dissolution Of the company, volun-
tary or Involuntary, be paid In full that is,
in par value and interest, out Of the assets
of the company before any such assets can
be distributed to the common stockholders.
The company shall have the right, after
three years from the issue of any preferred
stock, and after ninety days notice, either
by mailing said notice TO the last known ad-
dress of the registered owner of said stock.
or by publishing notice In daily newspaper
in New Orleans at least once a week for five
consecutive weeks, to redeem any preferred
stock at par and accrued interest, and said
stock, IL so redeemed may be re-issued. No
tice of redemption shall state the time and
place of redemption, and at the time stated
for redemption, the amount due may be de-
posted in any bank in the city of New Or
leans, and thereafter, all liability of the
company on such stock shall cease. The
company shall commence business as soon
as five thousand dollars Of stock is sub
scribed.
ARTICLE v.
All the corporate powers of this corpora
ton shall be vested In and exercised by a
board Of three directors, all stockholders of
this corporation.
II. VI. Thompson, Clinton Thompson and
Howard Coumbe shall constitute the first
board OF directors, who shall hold Office IN
til the second Wednesday In December, 1912,
or until their successors shall have been
duly elected and qualified. In each year, on
the second Wednesday In December, the d.
rectors shall be elected by ballot OF the
stockholders, at the annual meeting called
by mailing to each stakeholder, at his last
known place of residence, ten days written
notice Of such meeting. Each stakeholder
vote for every share owned by him and
standing In HIS name on the books OF the
corporation at the time of the election or
other meeting, and all elections shall be
held under such rules and regulations as
may be determined by the board Of direc-
tors. Failure to hold an election on the
date specified shall not dissolve the corpo-
ration, but the directors then In office shall
hold their respective Offices until an election
be subsequently held after ten days written
notice mailed TO the last known place Of
residence of each stakeholder.
Vacancies occurring on said board shall
be filled by the remaining directors for the
unexpired term.
The officers OF this corpors tion shall con.
sist Of a president, a Weep esident, and a
secretary-treasurer.
The following shall be the officers OF the
company until the second Wednesday In
December, 1912, or until their successors are
duly elected and qualified II. VI. Thompson.
president Clinton Thompson, vice president
Howard Coumbe. secretary treasurer.
ARTICLE VI.
No stakeholder shall ever be held liable
or responsible for the contracts, faults, or
debts OF the said corporation. nor shall any
mere infOrmality in its organization have
no Of of oh ~ nv