The herald. [volume] (New Orleans, La.) 1905-1953, 1913-05-01

timber ana other Forest prOOucls, WHETHER al
principal or agent, on commission or other
wise; to own and lease and otherwise &C
quire and operate sawmills or MANUFACTURES
in connection with the lumber business; L
buy and sell and otherwise acquire real es
tate and timber lands; TO own and leas'
and otherwise acquire and operate lumber
yards; to own and lease and otherwise &C
Quire and operate railroads, tramways, YES
sells or other conveyanceS In connection witt
any OF the above and foregoing businesses
and to do any and all things connected will
and Incidental TO said businesses
ARTICLE ".
The capital stock of this corporation 1!
hereby fixed at the sum of fifty Thousand
dollars, divided into and represented by five
hundred shares Of the par value Of on'
hundred dollars per share. This company
shall have the right to commence bushes!
and be a going concern when ten thousand
dollars OF the capital stock shall have beer
subscribed All stock shall be paid fol
either in cash or property received or labor
done at such time and upon such terms an
conditions the board OF directors shall
prescribe. The capital stock may be in
creased or decreased in accordance with the
laws OF this state. All transfers OF stock
on the surrender Of outstanding certificates
and pursuant TO such rules as the board OF
directors may prescribe, and no certificate
Of stock shall be issued except when paid
| in full as above.
| No stakeholder shall have the right 10
sell or dispose OF his stock without first Of
! fering 1t in writing for fifteen days through
the board OF directors to the other stock
holders in proportion to their respective
| holdings, at price not In excess OF the
| book value as of the date of such offer; and
| IL any stakeholder refuses to purchase, the
| others shall have the right to buy the same
| in proportion to their respective holdings
and all stock shall be issued and held sub
ject to this provision OF the charter.
The corporation shall have the right to
purchase any business within the purposes
| 81 hpr
| by cash or in stock OF the corporation or
otherwise as the board of directors shall
decide.
ARTICLE V.
All the powers OF this corporation shall
be vested in and the business and affairs
shall be managed by a board of directors
| consisting Of three stockholders who shall
| be elected annually at a meeting Of the
| stockholders held on the first Monday of
March of eacn year, except the first board
OF directors who shall hold office until the
first annual meeting which shall take place
on the first Monday of March, 1914.
All elections shall be held by ballot at
| the office OF the company under the super
vision of two commissioners TO be appointed
| by the board OF directors. Notice OF such
meeting shall be given by the secretary
treasurer In writing, delivered to each stock
holder In person, or mailed to his last known
address, at least ten days prior to such
election, or by one publication in a daily
newspaper in this city at least ten days prior
to such election; but this notice may be
waived by all the stockholders
At all such elections and at all meetings
OF the stockholders, every stakeholder shall
be entitled to one vote for each share of
stock standing in his name on the books of
the company at the date Of such election or
meeting; said votes TO be cast,in person or
by written proxy, and a majority OF the
votes cast shall elect.
The failure to elect directors at the an
nual meeting shall not dissolve or affect the
corporation, nor impair its management in
aDWr hue ln
shall remain In Office until their successors
are elected and qualified.
The board of directors shall elect as soon
as possible after their own election, and
from their own number, president, a vice
president and a secretary-treasurer, and may
grant to each officer such powers as they
deem proper.
All vacancies in the board for whatever
cause shall be filed by the remaining direc-
tors. Any member Of the board may ap-
point any other stakeholder his proxy to at
tend any meeting and act in his place and
stead.
The board OF directors shall be vested with
full power and authority to make all con-
tracts, purchases and sales, and to make all
bylaws, rules and regulations for the con-
duct of the business Of the company, and
the same to alter, amend, or repeal at pleas
ure; and the board may, from time to time.
name and appoint all such officers, agents,
servants and employees as they may deem
necessary, and shall have the power to fix
and define the duties of every officer, agent,
servant and employee.
All checks Of said company must be
signed by the president or vice-president,
and by the secretary-treasurer, and in case
of the absence or disability OF said secretary
treasurer. by said president and vice-presi-
dent All notes and other evidences of in
debtedness Of said company must be signed
by the president.
ARTICLE VI.
Whenever this corporation shall be dis
solved either from limitation or otherwise,
&c Fatr @Aoll 10 gInNn
missioners to be appointed from amongst
the stockholders at a general meeting of
the stockholders convened for that purpose,
of which meeting notice shall be given In
the time and manner provided for stock
holders meeting in Article VII Of this char
ter, and a majority in amount Of the capital
stock represented at such meeting shall be
requisite to elect. Said commissioners shall
remain In Office until their affairs are fully
liquldated. In case of the death, resigna
tion, or inability to act of either Of said
commissioners, the vacancy shall be filed
by the stockholders after similar notice,
until which time the survivor shall con-
tinue to act The said notice may be
waived by the unanimous consent Of all the
stockholders.
ARTICLE VII.
This act Of Incorporation may be modified.
changed or altered, or said corporation NAV
be dissolved with the assent of three-fourths I,
of the capital stock represented at a gen
eral meeting Of the stockholders convened
been given In daily newspaper published
in this city once a week for thirty days pre- |
cediDg the meeting The said notice NAV |
be waived by the unanimous consent of all |
the stockholders. Any change made or pro- |
posed with reference to the capital stock |
shall be made In accordance with the laws |
of this state on the subject OF altering the |
capital stock OF corporations.
ARTICLE VIII.
No stakeholder shall ever be held liable |
for the faults or contracts of said corpora
ton In any further sum than the unpaid
balance due to the corporation on the |
shares owned by him, nor shall any mere
informality in organization have the effect |
OF rendering the charter null or exposing
any stockholder to any liability beyond the
unpaid balance due on his stock.
ARTICLE TX
The first board Of directors shall consist
)r Sigismund s. Levy. Horace B. Turner
and Alcide ]. Guesnon, with Sigismund s.
Levy, president; Horace B. Turner vice
president, and Alcide J. Guesnon, secretary
treasurer.
The subscribers hereto have respectively
written opposite their names the amount of
'tock owned by them In this corporation, so
hat this act of Incorporation may also
erye as the original subscription list Of the
corporation.
Thus done and passed at my Office in
he city Of New Orleans, In said state on
he day, month and year herein first above
Adler and Thomas A. Tabary, competent
of the full age Of majority and
esidents OF this city, who hereunto sign
heir names with said appearers and me,
notary, after reading Of the whole.
original signed: s. s. Levy, "a shares
l. B. Turner, 25 shares: A. ]. Guesnon, 1
hare Witnesses: Zachary Adler, T. A.