The herald., 1913-04-10

sary to carry out and execute the purposes
Of this corporation:
Tho domIcila of this corporation shall be
In the city of New Orleans, state or LOulsl-
ana, but il may establish and operate rae
tories. offices and agencies wherever IL may
deem advisable All citations or other lega!
processes shall be served on the president or
this corporation, or In the event OF his
absence or inability TO act, upon the Vice
| president. -,
The objects and purposes for which thls
/ CORPORATION is organized and the nature OF
| the business TO be carried on by IL are
| hereby declared TO be the general turpen-
| tine and lumber business in all its various
! branches and TO that end 10 MANUFACTURE
purchase and sell turpentine, pltch, TAR
! roSin naval stores and allied prOductS' 10
| acquire own, construct and operate turpeh-
| tine stills. sawmils, planning mills. driers
and all Dlachinery and appliances necessary
| In connection with the operation OF SaII
| business and to manufacture any prouucts ol
| wood such as sash, doors. blinds trimmings.
boxes furniture and articles OF wood ana
| its various by-prOducts. And furthermore;
| 40 own and operate in connection win Sald
business, tram roads, logging roadS, sai-l nfs
vessels. steam vessels and other water cratt
necessary for the transportation or It's ma
teriaI and products and also do mercantile
business. ,orr w
The capital stock Of this corporation Is
hereby fixed at one hundred thousand (SlOO,-
600 O0) dollars divided into and represented
by one thousand (1,0OO) shares OF one nun nun
dred $500 OO) dollars each, which said
stock shall be paid for In cash, or IN sucE
amounts and in such manner as the board
| OF directors may determine or may DE IS
sued at par in payment OF properly actual !!
! purchased or services actually rendered 10
this corporation, which said stock shal De
| full paid and worcestershire.
This corporation shall be authorized to
commence business and be a going concern
as soon as thirty thousand S30OO.OOl dol
lars OF its capital stock Is subscribed for,
which amount is hereby declared to be sub
scribed.
farable only on the books OF this corpora
ton, and no transfer OF stock shall be bind
ing or have any effect upon this corporation,
unless, and until made upon Its books ana
n prior lien on all shares OF stock shall be
| retained by this company on the stock OF
any shareholder for any indebtedness Sc
cured or unsecured, however evidenced or
created due at any time to the company
: by the holder OF said stock, and all trans
fers OF stock shall be made subject to these
conditions.
All the corporate powers or this corpor'
alton shall be vested In, and exercised by
a board Of four directors. who shall each be
!. a stakeholder in this corporation, the ma
: jority of whom shall constitute a quorum
Tor The transaction of all business, and a
I. majority vote at any meeting shall decide
= all questions voted upon. ,
Said directors shall BE- elected annual!
| from the stockholders, on the nrst IuesdaS
of April in each year, after due notice oil
said meeting shall have been given TO escl
stakeholder, sent by mail to his last known
address, ten (lO) days prior TO the hoIuins
of said election, which said notice or any
other notice required by this charter, may
be waived in writing.
At said election, and at all other meetings
of the stockholders, the vote shall BE- bl
[ ballot, and each share of stock shall b'
entitled to one % vote, to he cast by th'
owner in person or by written proxy. Inc
. majority OF stock voted at any stockholders
> meeting shall decide all questions Votec
r upon, except as otherwise provided
Within one a. week from their election
T as above provided for, the board or directors
. shall elect from among their members,
: president. first yce-president and seconC
:. yice-president; they shall also elect secre
tary treasurer, who may or may not De
. member OF the board or a stockholder, a.
A the discretion of the members or the Doar0
All the said officers and directors shall
4; hold their respective offices for period
, of one % year from the date OF their slec
J. ton, or until their successors are dul!
> The term Of the first board Of directors
b and officers herein named, shall expire Oh
April T. 1914, or until their successors are
duly elected as herein provided lot nu
J, the failure to hold an annual election oil
to elect the officers, as above provided lot
{; shall not result in the dissolution or TINS
corporation, but the then board OF directors
N-SN-
until their successors are duly elected.
Any vacancies occurring on said board Of
directors shall be filled by the remaining
members of said board for the une1plreC
, term, at a meeting called for that purpose
after ten days prior notice in writing SEN
by mail to said directors at their last known
address, and IL the said board falls to cleo
! at said meeting, then the election IN may o.
ing called for that purpose In the mannei
. herein provided for the election or directors
The said board of directors shall hav'
the power to make all bylaws, rules an
regulations for the proper management ant
. conduct of the affairs OF this corporation
J. and to change, alter, amend, or abolish I'M
same at pleasure, and shall have and eIer
i else all the powers conferred by law OF
, this corporation and as set forth in thi
y charter.
J. The said board Of directors may also del
!. egate any of said powers in the transaction
e of the business Of this corporation to com
|. mittees Of their own body, or 70 the oHcer
y and agents Of this corporation, and sal
s, board shall have the right to suspend o
remove any employee at pleasure.
!; All the employees Of this corporation
!. except those holding the offices OF presiden
;, and vice-presidents, shall be considered a
.. employed by the month, unless otherwis
= specially contracted with In writing.
The first board of directors Of this corpol
4. alton is hereby declared to Be: w. b. Gill
can, New Orleans, La. Newton II. Wilson
Beaumont, Texas; Bucknsr Chipley, Ne
with the said w. b. Chilean as presiden
and the said Newton II. Wilson as 1st yic'
president and the said Buckner Chipley a
md vice-president and the said j. A. Taylo
as secretary treasurer, who shall hold the
respective Offices until their successors al
duly elected and provided for.
10 1t shall be the duty of the president {
!, this corporation, or In the event OF his in'
n bility or failure to act, then the duty {
vice1presldent, to call a special meeting {
the board of directors or the stakeholder
q on a written request to that effect, signe
"a by two or more directors, or upon the wri
10 ten request Of ten per cent of the stoc
at issued.
II This corporation may be dissolved b
Z. vote Of three-fourths (3-4) of the capt..
stock thereof, at a general meeting convene
IT. for that purpose in the manner as abo,
provided for the calling of the meetins
l. held annually for the election of board
/. directors, except that in that event a MOTIF
in writing shall be sent to each stockhold,
s. thirty 500 days prior to said meeting
a.. his last known address Whenever this co
70 poration Is dissolved, either by limitation
u, otherwise, its affairs shall be liquidated /
three liQuidating commissioners to be electt
I, at such general meeting, and in the case
,r. death, resignation, or inability to act of al
Of the said commissioners, the survivir
commissioner or commissioners shall appoil
a successor and together they shall continl
- the liquidation to its termination.
ARTICLE VII.
n, This charter may be changed or amende
III and the capital stock may be increased
rp diminished, by vote OF two thirds O.;
! = OF the capital stock issued at general NEE
Vs. ing called for that purpose, after thir
-. 1901 days prior notice In writing havil
,U o been sent to each stockholder at his la
)ur known address