The herald., 1912-07-25
CHARTER
OF NEW ORLEANS RICE COMPANY.

VI NEW ME- NO-hi A-NA
UNITED STATES OF AMERICA. STATE
OF LOUISIANA, PARISH OF ORLEANS,
CITY OF NEW ORLEANS.
Be ii known, that on this twent-seventh
day OF the month OF June, in the year OF our
Lord one thousand nine hundred and twelve,
and OF the independence Of the United States
OF America, the one hundred and thirty
sixth, before me, John Marshall Quintero,
notary public, duly commissioned and
sworn in and for this city and the parish
OF Orleans therein residing, and in the
presence OF the witnesses hereinafter named
and undersigned, personally came and ap-
peared: August W. Berdon, Bernard Meyer
and Taylor ]. Labry, residents Of the City
OF New Orleans, State OF Louisiana, who
declared that, svailing themselves of the
provisions of the laws of the state OF Lou
isiana. for themselves, their successors and
! assigns. they do hereby form themselves
into corporation as follows:
Il ARTICLE !.
The name and style OF this corporation
shall be New Orleans Rice Company. BY
this name the said corporation shall have
power to exist and enjoy succession for the
full term OF ninety years from date or
thi. act to contract, sue and be sued, TO
make and use a corporate seal, II any snail
be designated by the board OF directors, and
generally to do all acts necessary or con-
yenient or in any manner appropriate for
the accomplishment of the purposes herein
ARTICLE II.
y The domicile OF this corporation shall be
in the city OF New Orleans Parish or Or
leans, state OF Louisiana, and all citations.
? or other legal process shall be served on the
president OF the corporation, or, in case OF
his absence, upon the vice-preSident or, in
case OF the absence Of both OF them, upon the
secretary. ~
The purposes for which this corporation
Is established and the nature of the buSi-
ness TO be carried on by II, are declared 10
10 buy and sell rice, coffee and sugar, and
other commodities, to import the same, and
all other products, and TO do any and all
, business sppertaining or in any wise con
nected Herewith; TO buy and sell on COM
mission, and generally to carry on any law
4 full commercial business not inconsistent
with the constitution and laws Of this state.
III ARTICLE Nv.
The capital stock of this corporation is
hereby fixed at ffty thousand dollars $50
oO0. 00), divided into or represented by nVe
hundred 5000 shares Of the par value OF one
hundred dollars (S100.0O) each. This cor
poratiol shall be going concern when three
4 thousand dollars (S3,000.0O) Of It's capital
stock shall have been subscribed for
No certificate OF stock shall be issued
until the same shall have been fully paid Tor
in cash. The stock shall be evidenced by
certificates issued and signed by the pres-
dent and secretary and shall be transfera-
bic only on the books Of the corporation. No
transfer OF stock shall be valid and binding
on the corporation unless and until the same
shall have been entered and made on its
books, and the stock held by any OF its stock
holders must first be offered for sale to the
members of the corporation before selling the
same to outside parties.
Il The capital stock OF this corporation can
be increased to any amount by vote or
ajority in amount OF the stock or this cor
poration at a special meeting called for that
purpose, after thirty days notice OF such
meeting shall be given In person or by mail
to each stakeholder.
In case of absence sickness or other dis
ability to act, each stakeholder shall have
the right 10 appoint a stakeholder as proxy
to represent him, who shall have the rights
and powers of his constituent.
The corporate powers OF this corporation
shall be vested in a board OF directors, to
be composed of three stockholders, the said
board to be chosen as hereinafter provided,
on the second Monday of July, 1913, prior to
which time the said board shall be com.
posed as hereinafter stated. On the second
Monday Of July, 1913, and annually there
successive year, general meeting OF the
stockholders of this corporation shall be
held and there shall be elected three direc-
| tors to serve during the ensuing year, notice
Of this meeting shall be given each stock
holder In person, or by mail fifteen days
! prior thereto.
/ At all elections a majority of the votes
/ cast shall elect and each stakeholder shall
| be entitled to cast in person or by proxy one
| vote on each share of stock held by him, but
no vote shall be allowed on any share of
stock transferred within thirty days prior to
said election.
All directors, both those appointed in this
charter and those hereafter to be elected,
| shall continue in Office until their success
| sors are elected and indicted into ONCE.
| In case Of failure to elect directors on the
| day hereinabove fixed, or on such day as
said annual meeting may have been regq,
| larly adjourned to, this corporation shall
not thereby be dissolved, but the then direc-
l tors shall continue in office and new cleo
ton shall be held. to be preceded BY fifteen
days notice as hereinaboVe provided.
| tARTI(1yE vi.
| Until the election first to be held under
| this charter, as hereinabove provided, the
following named persons shall serve as oil,
rectors, viz August W. Berdon, Bernard
Meyer and Taylor ]. Labry, and August W.
Berdon shall be president, Bernard Meyer,
vice-president, and Taylor j. Labry, secre.
| tary treasurer. The Office of secretary and
treasurer may be held by one and the same
person, and the secretary need not be q
stakeholder in said corporation.
In case Of vacancy In any once from
! death, resignation, or otherwise, the said
board Of directors shall elect a successor.
| ARTICLE VII
The board Of directors shall, at their first
meeting, make all such bylaws, rules and
ment Of the business Of the corporation, as
| they may deem best, to appoint from time to
time such officers, clerks, agents and other
employees as they may deem requisite, and
the same to dismiss at pleasure; to make
general and special provisions for the filling
| of any Office during the temporary absence
| or inaDlllty 10 act OF the INCUMBENT 10 Dor
| row money, to execute mortgages, pledges,
| issue bonds and notes, and generally to make
all contracts whatever, and to do all things,
matters and acts pertinent to the objects
and purposes Of said corporation, and In ex-
ercising these powers the board Of directors
may act either directly or through such Of
fcers or agents, as 1t may appoint, with gen.
eral or special authority In what relates to
| the administration Of the affairs and con
tracts of this corporation, and two members
/ shall constitute a quorum of said board.
| All subsequent boards of directors shall
have the authority to make new bylaws
amend, alter or repeal all such bylaws or
regulations In operation at their pleasure.
| ARTICLE VIII.
4 Whenever this corporation Is dissolved,
/ either by limitation or from any other cause
the affairs of the corporation shall be IL
quidated, its debts and liabilities paid, and
| the balance OF It's funds. II any, shall be
divided pro rata among It's stockholders, m
der the charge and superfntendence Of three
commissioners. to be elected BY majority
1 In amount Of the stockholders. 1t . meeting
convened for thok purpose after thirty days