The herald. [volume] (New Orleans, La.) 1905-1953, 1912-11-21
ARTICLE IL.

I, WTTFTW.-W NTIWTTn I
own, maintain and operate, for the carrying
or Passengers and freight mail and express
matter, line OF railway, with one or more
tracks, from point in the town Of ST. Elmo.
parish or Ascension, state Of Louisiana. 10
Belle Helene Sugar Refinery In the S1rua
parish; 10 extend the said lire OF railway
10y constructing branches or otherwise In any
direction beyond either OF said points. TO
construct or otherwise acquire and own
maintain and operate such branch lines in
connection with said main line a. the board
or directors may deem cxpcdIeut: TO IJul.r.
by appropriation or otherwise an riyrfs nf
way or other land necessary for lis tracks.
depotS, yards, round houses. sidr-track~
spurs, etc; and in connection with sand
main line. whether extended OF not TO lr.
qulre or construct all necessary SPURS s.F.
tracks, switches. turn outs. water tank.
coal sheds, yards, stations, round houses.
shops, warehouses, platforms elevators cane
AuiStS, OIL tanks, ferries. bridges. rolling
STOCK ana all other adiunctS ana appu-tpu.
anCeS necessary, proper or convenient for
me operation of said main line or branch
lines Of railway and the traffic thereon
either by steam, electric or other motive
power as the board of directors NAV deem
eNpedleni; 10 lease or sell its line D,
railway in whole or in part, To other com
panleS TO lease railways from other com.
panirS or individuals in whole or in part
I" acquire ana own the stocks, bonds and
securities OF other railway corporations: tn
construct, or otherwise acquire AMI own and
operate warehouses; 10 establish telegraph
OF lease the same: 10 establish electric,
pants, generate electricity and distribute
same Tor hire for lighting heating and
power purposes; 10 construct or otherwise
acquire. own, maintain and operate steam
SHIPS, steamboats,, canal boats or barsrs and
Terry boats: TO develop generally the agri-
cultural and manufacturing interests OF rhs
state of Louisiana and generally to have
>uch incidental powers and privileges and
10 do Sucn things as relate 10 the Ohirrt, :.
and purposes herein set forth, as nav De
necessary, useful or convenient for enectlng
said objects and purposes.
ARICLE III.
The capital stock Of this corporation Is
hereby declared to be the sum Of one hun
dred thousand dollars $500 600 OO) divided
into and represented by one thousand shares
or the par value OF one hundred dollars
each.
This corporation shall have the right 10
begin It's operations as a going concern at
once, fifty shares Of its capital stock having
been subscribed for. Said stock shall De
paid Tor In cash or its equivalent and all
shares of stock shall be fun paid and non
aSseSsable. Transfers OF stock shall not be
binding upon said company unless recorded
upon its books. The business and affairs of
this corporation shall be managed and con.
Quoted by board OF three directors. The
first board Of directors shall consist OF
George W Reese, b. A. Webb and L. L.
Brady, who shall hold office until the fourth
Monday in October, 1913, or until their sue
IL
fed. The board of directors Immediately
upon their election annually shall meet and
elect from their own number a president a
ylce-presldent, secretary and treasurer
The offices OF vice-president and secretary
or yice-president and treasurer or secretary
and treasurer may be held by the same indi-
vidual. Until the fourth Monday OF Octo-
Der, 1913, or until their successors are duly
elected and qualified, George W. Reese shall
be president b. A. Webb shall be yice-pres-
ident and +. Z. Brady shall be secretary
and treasurer. On the fourth Monday OF
October, 1913, and annually thereafter an
election for directors and Immediately there
after an election for officers shall be held at
the office OF the company after ten days no
tice OF such meeting shall have been given
In writing 10 each stakeholder OF the time
and place OF holding said annual election
which may be served by transmitting same
TO said stockholders through the mails, ad-
dressed respectively to their last known
place OF residence or business.
The voting shall be by ballot and each
stockholder shall be entitled to cast one
vote for each share owned by him, which
shall be standing In his name on the books
of the company for at least ten DAYS prior TO
the date of said election. Failure from any
cause whatsoever to hold said election or
meeting, or to elect directors or officers |
shall not dissolve the corporation, but the
directors and officers then in office shall
hold over until their successors shall have
been elected and qualified. In case any d.
rector or officer should die or resign before
the end of his term Of office, the vacancy
may be filed by the remaining directors by
the election of a stakeholder in his place,
who shall act until his successor shall have
been elected at the next ensuing annual cleo
tion.
ARTICLE ".
Two members of the board OF directors
shall constitute quorum for the transac- |
tion OF all business Of the company, and a
majority vote at any meeting shall prevail. |
Said board Of directors shall have power 10 |
appoint one or more managers TO whom they |
may delegate the conduct OF the ordinary |
business and affairs Of the company, under
the supervision of said board. Said board |
OF directors shall have power to appoint all |
agents, clerks and employees and fix their
salaries and compensation, or may delegate |
said authority to the manager or managers
Ihey shall have power to make, change, al |
ter or modify all proper bylaws, rules and
regulations for carrying this charter into
effect and for managing the affairs Of the
ARTICLE V.
Except as to the Increase or decrease OF
the capital stock, this act OF Incorporation
may be changed, modified or altered or the
said corporation may be dissolved at a meet
ing Of the stockholders called specially for
that purpose after ten days notice OF the
time aud place Of holding such meeting shall
have been directed to each stakeholder in
the manner prescribed by Article " of this
act
ARTICLE VI.
No action of stockholders at any meeting
sndll De Fdllu or Dlnulng unless StOckhOld-
ers holding or representing a majority OF
the capital stock shall be present or repre-
sented by written proxy and II shall re-
luire vote OF at least two-thirds OF the
stock so present or represented TO amend
the charter or dissolve the corporation. As
to any other action by the stockholders
meeting a majority vote OF the stock present
and represented shall control.
ARTICLE VII.
Upon the termination OF this charter by
limitation, or upon the dissolution Of the
corporation as herein provided for, its bust
ness and affairs shall be liquidated by three
selected from among the
stockholders at general meeting called for
that purpose, after the notice required by
Article Nv Of this act. In case of the death
Df any liquidating commissioner during the
term OF his duties as such, the remaining
shall elect a successor from
among the stockholders.
ARTICLE Will
The president Of this corporation is here
~ designated as the officer upon whom ser
vice of citation or other legal process shall Il
be made: In the absence of the president l.
said service shall be made upon the vice
president and In the absence OF both officers
lpon the secretary.
ARTICLE TX.
No stakeholder shall be liable or in any
manner responsible for the contracts or
faults Of this corporation beyond any I'M
)aid balance that may be due on the shares