The herald., 1913-04-03
CHARTER
OF THE GREAT RIVER BARGE LINE
UNITED STATES OF AMERICA, STATE
OF LOUISIANA, PARISH OF ORLEANS,
l.


CITY OF NEW ORLEANS.
Re IL known that on this 3lst day of the
month of March, in the year OF our LORD,
one thousand nine hundred and thirteen
and of the independence Of the nlted states
Of America, the one hundred and thirty
seventh, before me, Edgar Mayer Calm, Il
notary public, duly commissioned and quail
fed in and for the city OF New Orleans,
parish Of Orleans, state OF LOUISIANA, there
in residing, and in the presence Of the wit
nesses hereinafter named and undersigned,
personally came and appeared: the parties
whose names are hercuntO subscribed, who
declared that availing themselves Of the
provisions of the laws OF this state, relative
10 corporations they have cOvenanted and
agreed and by these presents covenant, agree
and bind themselves, as well as such other
persons as may hereafter become associated
with them to form and constitute Il corpor-
alton and body polite in law, for the pur-
poses and objects, and under the stipula-
tiOns and articles and conditions following,
tO-wit:
The name and style of this corporation
shall be the Great River Barge Line" and
under this name, it shall have and enjoy all
corporations; il shall have corporate ex-
istence for a period of twenty-five years
t2jD from this date; ii shall have power to
contract, sue and be sued in its corporation
name; To make and use "A corporate seal,
and the same TO break at pleasure; 10 hold
have, purchase, convey, sell lease, mortgage,
hypothecate or pledge property, real, per
sOnal or mixed; 10 have and employ such
officers, directors, managers agents and all
other employees as the interest and cOnve-
nience Of the said corporation may require :;
TO make and establish such bylaws rules
and regulations for the proper management
and control of its affairs as may be neccs-
Sary and eXpedient; and generally for the
purpose and objects Of its business; to eX-
ercise all the rights and powers granted by
law TO corporations.
ARTIIJ
The domicile of this corporation shall be
in the city OF New Orleans, La. and all
citation or other legal process shall be
served upon the president, and, in his AL
sence upon the yicepresident. and in the
absence OF both, upon the secretary of this
corporation.
ARTICLE III.
The objects and purposes for which this
corporation Is organized, and the nature of
business 10 be carried on by il are hereby
dec Jared to be to transport, import buy
and sell bananas and other tropical fruits
and produce anywhere in the world TO Oh
crate steamships steamboats,, towboats and
other means OF transportation TO own
lease, purchase and use any and all kinds
OF property, real, personal and mixed.
ARTICLE ".
The capital stock of this corporation is
hereby fixed AT the sum of forty-fvc thou
sand dollars (SlJ, 100000, TO be represented
by nine hundred 5000 shares of the par
value Of $1,000 each. The board of direc-
tors shall have the right to issue shares of
STOCK only for cash, services rendered. mer-
cnandlSe, property or other valuable con
sideratiOns as they may see fit
All shares of stock shall be non assesSablc
and no transfer Of stock shall he binding
upon this corporation unless made and re
corded upon its books.
This corporation may become a going con-
Germ and authorized to do business under
thlS charter as soon as the sum OF three
thOuaSnd dollars (S3,0OO.OOD Of its CAPITAL
stock shall have been subscribed for.
The corporate powers of this CORPORATION
snail be vested in and exercised by a board
OF directors, composed of four (4l directors
majority of whom shall constitute a quo
rum for the transaction of business. which
said directors shall be elected at a general
meeting of the stockholders of this corpor-
alton TO be held on the second Tuesday in
January In each year, and notice of such
election shall be given by the secretary in
writing 10 each stakeholder by mailing the
said notice in regular manner in a sealed
envelope addressed to such stakeholder at
his last known address as NAV apear on the
stock book of this corporation.
After said board of directors shall have
been elected, they shall at their first meeting
eject from their own number president
and vice-president. They shall also elect
secretary and a treasurer, or one person
TO nil both offices Of secretary and treasurer
either of whom may or may not be a mem
per OF the BOARD or directors, or stock
holder In this corporation.
Immediately upon the signing of this
charter. the stockholders shall elect the
hrst board of directors of this corporation
TO serve this corporation under this charter
until the second Tuesday in January, 1914
The election for directors shall be by
ballot, and the majority in amount of stock
holders voting. whether present or by proxy.
snail elect the persons for whom they are
cast. Each share of stock voted upon 10
be counted for one vote. ANY failure from
any cause whatsoever TO elect directors ON
me day named for that purpose shall not
lint ksN
and officers then in Office shall hold over
fed. f'''-
The board Of directors shall have fuu
power and authority TO fill vacancies in their
number caused by death, resignation or
otherwise. The said board Is further au-
thorized to frame and adopt such bylaws,
rules and regulations as the affairs and
business OF the company NAV require. and
II may deem necessary for the conducting
ana management thereof provided the same
does not conflict with this charter, and
the laws of the state of Louisiana, and those
of the United States
The board Of directors shall have full con-
troi of the property of this corporation.
ana snail SO conduct, manage and use the
same as In its discretion IL may deem ft
and consistent with the objects of this cor
poration and its welfare
The board of directors may from time
10 time, name and appoint all such officers
agents and employees as NAV he necessary
Tor the proper management OF the business
and affairs of this corporation il shall have
power to fix and define the duties of ali
SUI ohcers and employees, and all such
9ncers and employees shall hold Office at
the pleasure of said board.
ARTICLE VI.
rms act OF Incorporation may be changed
modified or amended or this corporation
may he dissolved with the consent of three
fourths l3-4) of the capital stock repre-
scented at general meeting of the stock
holders called for that purpose after ten
days notice as provided in Article V.
ANY cnange proposed or made with refer
ence 10 the increase or decrease of the can
ital stock shall be in accordance with the
laws of the state of Louisiana, with refer
ence TO the alteration OF the capital stock
of corporations.
In case of the dissolution or termination
or this corporation, either by limitation of
us cnarter or for any other cause its affairs
snail be llquidated by three commissioners
selected by the stockholders at a genera
meeting called for that purpose as hereina
bove set forth, which said commissioners
shall remain in Office until the affairs of
TINS corporation shall have been fully liOui-
dated. In case of the death or resignation
or lncapacity of one or more of the com
mlssioners, the survivors or survivor shall
continue TO act.
ARTICLE VII
should any stakeholder or stock-Owner
desire to sell or dispose of all or anv mart
OF said stock or relinquish his interest in
the corporation or desire to terminate or dis |
solve the same, he shall first tender such |
stock, for purchase, to the other stock |
holders of this corporation, through the
BOARD OF directors, and the other stockhold- |
erS shall have the preferred right for thirry |
1ays TO purchase the stock so rendered atl
the price shown by the books of the com
panX. All stock issued, or to be issued. |
shall be subject to the foregoing proyision |
II