The herald. [volume] (New Orleans, La.) 1905-1953, 1913-11-27

ACT OF INCORPORATION OF LOUISIANA
TIMBER COMPANY.
STATE OF LOUISIANA. PARISH OF OR
LEANS. CITY OF NEW ORLEANS.
Be it known. That, on this the 9th day
~ the month Of October. in the year OF Gu
| Lord, One Thousand, Nine Hundred anC
! Thirteen, and OF the Independence of thu
! United States OF America the one hundre,
and thirty eighth, before me, Charles f
| Fletchinger, a notary public, duly commits
| stoned and qualified In and for the City
Parish and State aforesaid, therein residing
| and In the presence of the witnesses herein
! after named and undersigned. personally
| came and appeared the several person;
| whose names are hereunto subscribed, who
declare that ayailing themselves Of the pro
! visions OF the laws OF this State relative
! 20 the formation and organization OF cOrpOr
| atiOnS, they have cOvenanted and agreed
and do, by these presents. covenant, agree
| and bind themselves, for the purposes here
matter stated, well as those who may
| hereafter become associated with them, Il
| form themselves into corporation for the
the stipuatiOns following, to-wit:
| ARTICLE 1.-The name and style OF thi.
| corporation shall be LOUISIANA TIMBER
! COMPANY, and 10y said corporate name II
shall have succession and enjoy existence for
| a period of ninety-nine years, unless sooner
| dissolved, in the manner provided by law and
| the articles Of this charter; and, under said
| corporate name, ii shall have power and
authority 10 contract, sue and be sued. TO
make and use corporate seal, the same
! to alter or break at pleasure; 10 make all
necessary rules and regulations for its cor
| porate management and control and shall
have and enjoy all the rights, privileges and
lmmunltieS which are now conferred upon, or
may hereafter be granted TO, corporations OF
the same kind and character.
ARTICLE 1.-THE domicile OF this cor
poration shall be in the City of New Or
leans, State OF Louisiana, and all citations
and other legal process shall be served upon
| the President, or, in his absence or inability
to act, upon any other officer OF the cor
pOratlon.
ARTICLE III.-The objects and purposes
Tor which this corporation is organized are
hereby declared TO be 10 buy and sell timber,
lumber and timber lands; 10 acquire, main
tain and operate sawmillS and plants for the
manufacture Of timber into lumber; to ac-
quire, maintain and operate logging rail-
ways for the purpose of transporting logs
from the forest TO saw mills TO acquire, by
purchase, lease or otherwise, timber and
other lands and to mortgage or otherwise
cucumber the same at pleasure, and 10 do
and perform all things Incidental or germane
TO the objects and purposes above expressed.
ARTICLE lN.-The capital stock OF this
corporation shall be Fifty Thousand Dollars
100000, divided into five hundred (5OO)
shares Of the par value of One Hundred
Dollars tSlOO.OO) each; said stock shall be
issued only for cash or In payment OF prop
erty or services actually received by or rem
shall commence business and become a going
concern as soon as Four Thousand Dollars
OF Its capital stock shall have been subscrib-
ed and paid in the residue of said stock 10
be issued and payment made therefor subject
OF the action and call Of the Board Of Direc-
tors. Said stock shall be fully paid at the
time Of its issuance and thereafter be nom
aSsesSable, and the capital stock may be
increased or decreased in the manner pro.
vided by the laws OF this State
The parties to this Act declared that they
no aVr1aZ I'll. e.
said capital stock set opposite their respec-
i've signatures hereto so that this Act OF
Incorporation shall serve as an original sub
scription.
No present or future stakeholder shall ever
validity sell. assign or transfer. other than
by inheritance, any of the capital stock of
thls corporation, until the same shall have
been first offered to the remaining stock
holders for the benefit Of thost Stockholders
VINO may desire to purchase the same
through the Board OF Directors for a period
OF ten days, at the book value, as shown by
the books OF the corporation, on the date
the last inventory was made preceding the
date OF such offer. 1t shall be the duty OF
the Board Of Directors, promptly, upon re-
ceVlng an ofer OF sale, OF any Of the capital
stock of the corporation, to Communicates the
same 10 the stock holders, in writing through
the secretary OF the company, and each of
such stockholders shall be entitled to pur-
chase such proportion Of the stock, so offered
Tor sale, as TO the number of shares owned
Oy MIN at the time bears to the number
owned Oy all other stockholders desiring 10
participate in the purchase.
ARTICLE v.-All the powers of this co--
pOratlon shall be vested In and be exercised
Dy board OF three directors TO be elected
eaen year by the stockholders at the annual
meeting; the said directors shall be bona
noe stockholders, and the first board shall
consist OF Henry d. Richardson, who shall
G 9e president and general manager: William
Ora DaSi VINO snail be yice-president J. G.
CravenOerg, who shall be secretary-treasure
On me frst Tuesday In October. 1914 and
annually thereafter, except when such dav
snail fall on legal holiday. then on the
snail elect board of directors for the en-
SUNG year, the board already instalIeh RI
continue to hold over until their successors
d are edected and qualified. The board of
directors so elected shall select from their
oMh numoer the officers of the Corporation
VINO shall be president, who shall he aIso
s smeraI - manager; yice-president and "a
ors shall be by ballot, and the persons re-
celVlng the largest number Of votes cast SHAH
De elected. For electing directors or Tor
w why o,ner purpose, each share OF stock.
titled to one vote and a majority ~ votns
cast snail be required to pass anv resolution
o Sto Ieeine any question submitted to the
amendment Of EXCEPT tSip of Tor the alteration or
vided 10 Heleinaiter pro-
Inc said board of directors shall have
p r',no ana authority to make all necessary
oules ana regulations for the mana cement
operation and control OF the business 90 tho
as well as to make all pecesssrv
rules ana bylaws, with power to All anyy
vacancy occurring In their numebr A mo-
!orty or the Directors voting at adv on.
IiHe, IN person, or by proxy, shall he re-
b bui To- 10 pass any resolution or adopt any
b bsoiaws' ana which, when so adopted. shall
become valid corporate acts.
ARTICLE VI-Notice of all meetIngs NJ
STOCKHOLDERS for electing directors, or FOR
any otner purpose, shall be given In writ
Ing; NJ, Dy the secretary, to be deposited In The
man! Ii, az least ten days before such meeting
II non 70 each stock holder, at his last
SHOWN address, appearing upon the hooks
OF the corporation, unless said notice is
waved maISed IN writing by all the stockholders
dPptdring as such upon the books
Az lCLE lIL-This act of incornorotion
may De modified, added to, changed or
sIIenaed. or this corporation may be dis
solved, by and with the assent OF the boIdnrs
Of ree-fourths in amount Of its ~" tben oio ger
Ssandlng capital stock, given at a general
meeting or the stockholders of the cornora-
non, 10 De convened for such purnose aftar
zen Gays prior notice. to be given In one
OF the daily newspapers published in tbe
S!y OF New Orleans, In addition TO the
Article VI Of this charter. i"
ARTICLE VlII.-Wheneyer this cornora-
ION Is dissolved, either by Limitation az its
cnarter or from any other cause ifs afYairs
ana business shall be liquidated byS three
commissioners { , to be appointed from among
lse stockholders at a general meeting there.
OF, TO be convened after ten DAYS nrior
notice to be given in one OF the daily news.
papers published in the City Of New Orleans.
N ADDITION to the notice to each stockholder
provided In Article VI hereof and NV Tho
imrmatlve vote OF three-fourths OF the stock