The herald. [volume] (New Orleans, La.) 1905-1953, 1912-12-05
ARTICLE III.

own, maintain and operate, for the carrying
OF passengers and freight, mail and express
matter, line OF railway, with one or more
tracks, from point in the town of ST. Elmo,
parish OF Ascension, state OF Louisiana, TO
Belle Helene Sugar Refinery in the same
parish; to extend the said line OF railway
by 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 as the board
OF directors may deem expedient: to acquire
by appropriation or otherwise all rights OF
way or other land necessary for its tracks,
depots, yards, rOund-hOuseS, sidetrackS.
spurs, etc; and in connection with said
main line, whether extended or not. 10 ac-
quire or construct all necessary spurs, side
tracks, switches, turn outs, water tanks,
coal sheds, yards, stations, round houses.
shops, warehouses, platforms elevators cane
hOiSts, oil tanks, ferries, bridges rolling
stock and all other adjuncts and appurten-
anceS necessary. proper or convenient for
the 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 may deem
expedient; to lease or sell its line Of
railway in whole or in part, TO other com
panieS; TO lease railways from other com
panies or individuals in whole or in part
TO acquire and own the stocks bonds and
securities OF other railway corporations; to
construct, or otherwise acquire and own and
operate warehouses; to establish telegraph
and telephone lines and own operate sell
or lease the same; to establish electric
plants, generate electricity and distribute
same for hire for lighting, heating and
power purposes TO construct or otherwise
acquire, own, maintain and operate steam
ships, steamboats,, canal boats or barges and
ferry boats; to develop generally the agri-
cultural and manufacturing interests OF the
state Of Louisiana and generally to have
such incidental powers and privileges and
to do Such things as relate to the objects
and purposes herein set forth, as may be
necessary, useful or convenient for efecting
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, 900 .00) divided
into and represented by one thousand shares
OF the par value Of one hundred dollars
each.
This corporation shall have the right to
begin Its operations as a going concern at
once, fifty shares Of its capital stock having
been subscribed for. Said stock shall be
paid for in cash or It's equivalent and all
shares OF stock shall be full 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 +. T.
Brady, who shall hold office until the fourth
Monday in October, 1913, or until their sue
ctSSOTS SUall nave Deen erected and quail
fed. The board of directors Immediately
upon their election annually shall meet and
elect from their own number a president a
yice-president, secretary and a treasurer
The offices Of vice president and secretary
or vice 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 vicepres-
ident and Z. 7. 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 to 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
stakeholder 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 di-
rector or officer should die or resign before
the end OF his term Of office, the vacancy
may be filled 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
ton.
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 TO
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.
They 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
corporation.
ARTICLE V.
Except as to the increase or decrease of
the capital stock, this act of incorpOra ton
may be changed modified or altered or the
said corporation may be dissolved at a meet
that purpose after ten days notice OF the
time and place Of holding such meeting shall
have been directed to each stakeholder in
the manner prescribed by Article " Of this
act.
ARTICLE VI.
J No action Of stockholders at any meeting
shall be valid or binding unless stockhold-
ers holding or representing a majority OF
| the capital stock shall be present or repre-
sented by written proxy and 1t shall re-
quire a 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
commissioners selected from among the
stockholders at general meeting called fol-
| that purpose, after the notice required by
| Article Nv OF this act. In case of the death
| of any liquidating commissioner during the
| term OF his duties as such, the remaining
| commissioners shall elect a successor from
| among the stockholders.
ARTICLE VIII.
The president Of this corporation Is here
| by designated as the officer upon whom ser
| vice OF citation or other legal process shall
| be made; In the absence OF the president
said service shall be made upon the vice
| upon the secretary.
ARTICLE TX.
@. No stakeholder shall be liable or In AM
| manner responsible for the contracts o.
| faults of this corporation beyond any un
| paid balance that may be due on the shares
| informality In this act have the effect o.
/ rpndprinp thia char null pynnaini