The herald. [volume] (New Orleans, La.) 1905-1953, 1913-09-25
THE HERALD

nersons as may hereafter become associated
with them to form corporation Tor the %
iacts and purposes and under the aIISNS
and stipulatiOns following, tO-wlt
Article 1.-The name OF said cOrP"Iallon
shall be Gulf Coast Transportation toh.
pany and under It's said corporate Idine
Shall have the power and authority 10 nav
and enjoy succession for the full term anu
period of ninety nine years from anu al'eI
The date hereof; TO contract sue anu OJ
sued TO make and use corporate sedl anu
Tho same TO break or alter at pleasure 10
hold. receive, lease, purchase anu N'h''!' |
as well as mortgage ana hypOtheCdte' P,oP, |
erty, real, personal ana mixed CoIPolTI', 60
incorporeal; to name and appoint suCH man |
ayers agents, directors and oihcers as lIa
business, interests ana convenient miai
require and TO make and establish as wen !
As alter and amend, from time 10 tilhe' SUI.
bylaws rules and regulations for the proper |
Government Of the affairs OF said corpora
lion AS NAV be necessary and proper.
Article 1.-THE dOmicile OF sdld cOrpoI-
oti,n shall ha in the city of New Orleans,
state Of Louisiana, and all clialionS vi
other legal process shall he served uPon w
president OF said corporation or III Tue ~
of his absence upon the ylcepresluehl ihets
nF. and in the absence OF bOth OF sdlu ON
GERS upon the secretary Of said corporation
Article III.-The objects and purposes lOI
which this corporation Is established anu
the nature Of the business TO be carried on
by il are hereby declared and Speclhed 10
be the transportation OF persons anu prop
erty for hire on the waters OF the Gun "
uavigable streams and TO that end, TO own,
charter or lease all boats prOpelied by san
or steam or other power, tugs barSes anu
vessels of whatever description 10 Gun
srruct own and operate docks. whaFNeS'
warehouses and all other appurienahctS nee
rssary, convenient and proper 10 Such trans
portation business and Seherall! 70 u nnd
and exercise all such incidental powers anu
privileges as relate TO the objects ana PRIV
ileyeS hereiuabUVe set fOrth.
All OF the above corporate 1uhcIlouS may
1 l.I.fN Na
and in any OF the other states oil the Ihlon'
Article iV-The capital stock OF this cor
poration is hereby tiIed at the sum OF one
hundred thousand tSlOO,UOOb dollars TO be
| divided into and represented by one thou-
| sand shares OF stock Of the par value OF one
hundred dollars each. SAID stock ShaL pe
| paid for In cash, at such time, In snCh
amounts, and after such notice 10 the SUP.
| scribers as may be fixed by the board OF
| directors or the same may he Issued at NOT
| less than par for labor done or money or
! property actually received or purchased by
Said corporation shall become a going
concern and be authorized to do business as
| soon as three thousand dollars tS3,OOOl OF
its capital stock shall have been subscribed
| for
After the said capital stock of one hun
! dred thousand dollars shall have been Issued,
! no holder Of any of said stock without the
| consent OF the board Of directors expressed
| by a formal resolution to that effect, shall
not a stakeholder in the company until he
| shall have offered said stock for sale, at the
price bona fide offered TO him by any non
stakeholder. 10 the board OF directors or the
company who shall have the right TO buy
said stock at such offered price for the ben
eft of the other stockholders IN the com
pany. and to distribute the same pro rata
among such stockholders. This clause shall
be expressed on the face OF every certificate
of stock and the officers of the company shall
have no power to transfer on the books OF
the company any stock disposed of in VIC
, lation of this provision OF the charter.
In case OF any increase Of the capital stool
the stockholders Of record at the time OF
such increase shall have the preferential
, right TO subscribe at par for any such In
: crease pro rata TO their respective holdings
Article V.-All the corporate powers o
9 said corporate ton shall be vested in and ex
i ercised by the board of directors. TO be com
$ posed of eight 81 stockholders to be electe,
e Annually on the second Monday OF Octobe
e in each year, except the first board or al
rectors appointed in this charter who sinai
: hold Their offices until the second Monda,
!, in October. 1914. All such elections sinai
r be by ballot and conducted at the office o
y said corporation under the supervision o
!, three commissioners TO he appointed by tn
= board Of directors. Notice of sIch election
shall be given by publications not more tina
r fourteen nor less than ten days prior !
d such election In one newspaper published 1
n the city of New Orleans.
Every stakeholder shall be entitled TO on
# vote for each share of stock standing in hi
{; name on the books Of the company, TO b
IS cast In person or by proxy, and maJorlt
Z of the votes cast shall elect.
u Any vacancy occurring among the d
il rectOrs by death, resignation or otherwls
!, shall be filed by election for the remainde
i directors but the Affirmative vote OF a
II least five directors shall be necessary TO d
n any such vacancy. failure to elect dire
? tors on the date above specified shall nc
r dissolve the corporation. but the director
5 then In Office shall remain In once unit
l. their successors are elected and qualified, an
n shall cause another election to be held a
n thereof shall have been given In one new
paper published in the city of New Orlean
r as above provided.
V Five directors shall constitute a quorul
o for the transaction of any business.
e The board OF directors hereafter electe
IT shall select from their own number pres
4. ident a vice-president, a secretary, an a.
h slstant secretary and a treasurer, and tn
o said board shall have the power either
S, combine or separate the ofhces OF secretar
< and treasurer. 1t may appoint from tim
e to time such other officers, clerks, agents G
d other employees as 1t may deem necessar
1t for the purposes and business of the sal
IS corporation, who shall hold office at I'll
l. pleasure Of the board.
l. The president, or acting president, Of tn
It company shall, subject to- the control or IN
lr board of directors OF the company, have pov
d er to institute and defend all suits In whic
Al the corporation Is interested, and to CIV
ID all bonds necessary and proper in the pro
T. ecutlon or defense OF such litigation.
" The said board OF directors may NAL
and establish, as well as alter and amen
1t any and all bylaws, rules and regulation
e necessary and proper for the support an
~ management Of the business and affairs
,y the corporation. The said board shall ha'
full power and authority to borrow none
r issue notes or other obligations in the ORD
n nary course Of business, and generally
r do all things reasonable or necessary Il
n the proper carrying on Of the business
ne the corporation; and also to issue and
re liver full paid shares Of stock for cash.
CT In payment of labor done or property act
IS ally received or purchased by the said CO
nd pOration, but said board shall have no q
thority TO execute any mortgages upon q
On property of the company without the conse
or of a majority of the stockholders or sa
tie company, given at meeting expressly call
IS and held for that purpose. Each direct
OF shall have authority to appoint In writi
er a proxy to represent him at all meetings
ed the board.
ce Article VI.-whenever this corporate
may be dissolved either by Limitation
lis from any other cause, Its affairs shall
ed liquidated by three commissioners TO
appointed from amongst the stockholders
lis a general meeting of stockholders conven
rs for such purpose, of which meeting mott
by shall be given in the manner and time pl
ST yided for stockholders meetings by Arti'
IT'S Seven Of this charter; and a majority
nd amount OF the capital stock Of said compa
'er represented at such meeting shall be requ
nd lite to elect. Said commissioners shall
he main In Office until the affairs OF said c.
ng poration shall have been fully liquidat'
mt In case Of death or resignation Of one
)rs more of said commissioners, the vacan
rts shall be filed by election by the survivi
ers commissioners.