The St. Mary banner. (Franklin, Parish of St. Mary, La.) 1889-1931, 1912-07-20
the par value of One Hundred Dollars

| there shall be three thousand five hundred
| $4,000 shares of the par value OF One Hundred
Dollars (Sl00. 0O each. The said three thou
sand five hundred $4,000 shares of preferred
stock shall be non voting and ent tiled to re-
ceive dividends at the rate OF six per cent g.
per annuin, from date Of issuance. out of the
earnings or said corporation, before any diVid
ends shall be paid upon the said common stock
ana snch dividends shall be cumulative sc
that any deficiency in the dividends to be
paid on such preferred stock in any year shall
be made good out Of the earnings of subsequen,
years, before any dividend shall be paid upon
the said common stock. And in case the earn
ings OF the corporation shall permit dvid-
ends in excess of said six per cent, so to be
PAID, the said excess earnings, wholly or in
part, as the Board of Directors may deem adj
vlsable, shall be paid to the common stock
holders. And on the final liquidation and dis
| triDutlOn of its assets, arrears OF dividends
shall be paid to the holders Of such preferred
| stock, and the shares of the preferred stock
shall be paid in full before any payment shall
be made to the holders of the common stock
put when such arrears OF dividends and the
face value of such preferred stock shall have
been paid, the holders thereof shall receive no
other or additional payments whatever.
This corporations may redeem the whole or
any part OF the issue of its preferred stock at
any time after three years from date of issu
ance, AT 1913 and all accumulated dividends by
giving ninety ~ days notice, such redemption
10 be made AS the Board of Directors may deem
| adv lSabc.
said preferred and common stock shall be
| issued full paid and worcestershire; said pre-
| ltIltu 81 ock Tor cash only, Sall common stock.
however, may be issued in payment for prop
erty, or rights, leases and options actually re-
| ccIved by, or for services actually rendered to
| this corporation.
All transfer of stock shall be inscribed on
the books Of this corporation, but no stock
! holder shall sell or dispose of his stock before
having first offered it, in writing to the Com
| pany at its book value.
| This corporation shall commence business
as soon as Three Hundred Thousand Dollars
! (S3oOoOO0O of its common stock shall have
been subscribed said amount of stock having
been subscribed by the undersigned, for the
| respective shares set opposite their names,
| this Company shall Immediately go into opera
| ton.
ARTICLE ".
| All corporate powers OF this corporation
| shall be vested in and exercised by Board of
Directors, composed of not less than three 81
| nor more than five (5 stock holders. majority
| OF whom shall constitute a quorum for trans
action of all business.
Through said Board of Directors, this cor
poration shall have power and authority to
contract, sue and be sued, in its corporate
name To make and use a corporate seal and to
change OF alter same at pleasure to hold and
receive, have, purchase, improve, ALLEVIATE.
convey sell, borrow, pledge, mortgage and
hypOthccate, under its said corporate name
property, real, personal and mixed; to issue
bonds and notes, or other evidences of in
debtedness; to name and appoint such OIL.
GERS, directors. agents and managers, or EN-.
pioyees, As the interest or convenience of
establish bylaws, rules and regulations for
the proper management and regulation of its |
AFFAIRS. AS may be necessary and proper to |
carry out the objects and purposes of said |
corporation.
ARTICLEv.
lac first Board of Directors shall consist |
9" Of Messrs. William F. Williams, Horace t.
Morton. Lonis Telssier. Warren d. Williams
and W lillian j. FOrinentO, with William f |
Williams, as President, William j. Formento. |
as Nice-Presdent, and Horace l.. Morton, as
Y 70 = NJ -ttny hall
olfca as such until the Second Tuesday in
March, 1915, or. until their successors Shall
nave been duly elected and qualified
lhe President shall act in the capacity of
President and General Manager.
On the Second Tuesday of March, 1915. IN
less SAID day he Dies Non. then, in such
case, on the first succeeding judicial day and |
annually thereafter, an election for directors
shall be held at the General Offices of the
Corporation, under the supervision of two (o) |
commi SSOneIs to be appointed by the stock |
holders; the directors so elected shall I'M
mrdiat"ly take their seats and hold office
until their successors shall have been duly
elected and qualified. All vacancies in said
Board of Directors shall be filled by the re
Inainng Directors.
Notice of election shall be given by the
Secretary Treasurer to each stakeholder ten
days previous to election. by written uOtice |
mailed to his last known address, and by | ,
publication in one Of the local newspapers.
three times in ten days.
All corporate elections shall be by ballot |
and majority of the stock present or re. | 8
presented, shall elect. and each share Of stock J
shall be entitled to one vote, either in per
son or by proxy, at any meeting CT the stock :
holders
ARTICLE VI.
Whenever this corporation is dissolved q
either by limitation of its Charter, or for any I
,ther cause. its affairs shall be liquidated by :
hree to) commissioners, to be elected from =
'mong the stockholders, convened for that Q
purpose. after thirty days prior written notice {
If snch meeting shall have been given each
by the Secretary, mailed to his L
asst known address, and by publication in one s
y the local newspapers, three times in ten DAYS
aid commissioners shall remain in office until !"
ne AFFAIRS OF the corporation shall have been {
1uidated. In case of death of either, or two
said commissioners, the survivor or survi. b
Ors Shall continue to act ff
ARTICLE VII. "
The act of Incorporation may be mod fled r
r Altered, or this Corporation may be dis | -;
,ived. with the assent of three -fourtbs I'll
49, OF the whole capital stock, present or re.
resented; at any general meeting Of the
ockholders, convened for that purpose, after .;
llrty days prior written notice of such meet 81 81
g has been given each stakeholder by the ~
,a Eta mailed to his last known address,
apers five times during thirty days. 81
ARTICLE VIII.
No stakeholder of this Corporation shall od
erbe held liable or responsible for the con ~ u;
acts, or faults thereof, in any further ann III
an the unpaid balance due to the Corpora 81!
On D. on the shares owned by him; nor shall
y mere infornality in organization have the an
ect OF rendering this Charter null or of ex- Iii
sing stockholder to any liability beyond W.
e unpaid amount of his stock wy
l nus done and passed, in my Notarial Office &c
the City OF New Orleans, in the presence of 10
'sSrs. fernand F. Teissier and Archibald
wagner, competent witnesses of lawful age hu
a residents OF this city, who have hereunto fee
described their names, together with the Cd
"a appearers and me, Notary, after due read. We
Of the Whole We
Original signed) ~ IIt,
V. F. Williams, Two thousand nine hund. W,
and ninety three shares \
:. W. Fitzwillam Two shares sex
! riA"liian, trustee, Two shares De
y -. M VI l4 3I!;,,. Two shares co.
er ". F. Williams, \
F,F Teiss;er fee