The herald., 1914-07-16
OIL TIE NEM lRI EANl

BE 1t known. That ON this, the ninth. da,
OF the month OF July, in the year Of our Lore
one thousand nine hundred and fourteen, an,
Of the independence Of the United States o
America the one hundred and thirty-ci ghth
before me. Charles +. t'lctchinger, a notar,
public, duly commissioned and qualified II
and for the city, parish and state aforesaid
therein residing, and in the presence Of tht
witnesses hereinafter named and udersigucd
personally came and appeared the several per
sons whose names are hereuuto subscribed
who declared that, ayalliug themselves OF III,
provisions of the laws Of this state relativ,
TO the formation and organization Of corpora
tinns, they have CoyCnaGUed and agreed. anl
do, by these presents, covenant and agree an,
bind themselves, as well as those who may
hereafter become associated with them, to form
themselves intoa corporation for the object.
and purposes, with the name and under the
stipulatiOus following. to-wit:
Article 1.-The name and style Of this cor
pOratiOn shall be The New Orleans PiCkerv
and by said corporate name it shall have anC
enjoy succession and existence for perioC
Of ninety. nine years. unless sooner dissolved
and immunitieS granted by law to corpora
tions; and under said corporate name, it shall
have power and authority TO contract, sue anC
be sued; to make and use a corporate seal
and to break or alter the same at pleasure
and make all necessary rules and regulation,
tor ITS corporate management and control, and
shall have and enjoy all the rights, privileges
and mmunitieS which iiow or NAV hereafter
be granted by law to corporations of the
same kind and character.
Article 1.-The domicile Of this corpora
ton shall be. in the city of New Orleans
state Of Louisiana, and all citations and otbr,
legal processes shall be served upon the
president, or, in his absence or inability tC
act, upon any other offiver of the corporation
Article llI.-The objects and purposes foi
which tins corporation is organized and the
nature of the business to be carried on by il
are hereby declared to be: To acquire, by
purchase. lease or otherwise, one or more
plckeries or other cotton reconditoning estab
lIShments, and to own, maintain and operate
the same; to buy and sell, and generally tC
deal in all kinds of cotton and cotton by
products, bagging, ties and accessories; to buy
and sell and generally TO deal in the object!
above specified, either for the purpose of do
nestle shipment or foreign export, for it.
own use and account or as the factor or agent
for Others. and generally to do and perform
all other things incidental or germane to the
objects and purposes above expressed.
Article IV.-The capital stock of this cor
poration is hereby fixed at the sum Of twenty
five thousand dollars (S25,OOo). divided into
of one hundred dollars each. Said stock shall
be issued only for cash in payment o.
property received by or services rendered {,
said corporation, and this corporation shall
commence business and become going con
cern as soon ten thousand dollars of it.
capital stock shall have been subscribed for
The balance OF said capital stock shall be
issued and paid for as and when directe,
DN llt DOdTO OF directors. SAID STOCK shall
he fully paid at the time of its issuance anC
thereafter be worcestershire. The said appear
ers declare that they each hereby subscribe
for the number OF shares of the capital stocI
OF said corporation set opposite their respec
tive signatures hereto.
No present or future stockholder shall evei
validly sell, assign or transfer. other than by
inheritance, any of the capital stock of this
first offered to the remaining stockholders fol-
the benefit of those stockholders who NAV de
sire to purchase the same through the board
of directors, for a period Of ten days, at the
book value of such stock as shown by the
books OF the corporation on the lst day o
October last preceding the date Of such offer
1t shall be the duty OF the board of directors
promptly upon receiving an offer of sale Of
any of the capital stock of this corporation e
communicate the same to the stockholders IL
writing, through the secretary of the company
and each of the said stockholders shall be
entitled TO purchase such proportion of the
stock so offered for sale as the. number o.
shares owned by him at the time bears to The
number of shares owned by all other stock
holders desiring to participate in the pur
chase. No sale under foreclosure, attach
ment or other process, or by virtue, of any
power of attorney. pledge or hvpothecation
shall be validly made until the foregoing re
quirements have been complied with by the
person or persons, hrm or corporation provok
ing such foreclosure or sale. The board o.
directors shall have authority. however, tC
waive the above requirements 10 any par
ticular hypothecation pledge of stock by
resolution adopted at regular called meet
ing of the board, or at a meeting attended by
all the members of thu board of directors
such resolution being adopted in advance Of
the pledge or hypothecation.
Article N.-All the powers of this corpora
tion shall be vested in and be exercised by
board of not less than three nor more thar
five directors. as determined in advance eacf
wear bv the stockholders at the. annual meet
ing. The said directors shall be bona fdt
stockholders, and the first board shall be A
franklin Pugh who shall be president: Jos
A. Airey, who shall be vice president; A. ID
Brady. who shall be secretary.treasurer.
The above named board Of directors shall
continue to serve until the first Monday II
October, 1915 at which time. and annually
thereafter, the stockholders shall elect from
their own number the directors Of the cor
poration. The above named board of direc
tors and each succeeding board shall continue
to hold Office until their successors are elected
and qualified The persons to he hereafter
elected directors shall select from among thell
own number a president "A vice president anc
a secretarv-treasurer. On the first Monday II
October 1915, and annually thereafter the
stockholders shall elect a hoard Of directors
for the ensuing year. except when such day
shall fall on a legal holiday. then upon tie
next succeeding Law day.
The election Of directors shall be by ballot
and the persons receiving the largest number
Of votes cast shall be declared elected. For
electing directors, or for any other purpose
each share of stock shall be entitled TO one
vote, whether present or by proxy, but nc
fractional share shall be entitled 10 vote. A
of the directors voting at any one
time either in person or by proxy, shall be
required to pass any resolution or adopt any
bylaw and which, when so adopted, shall
become valid corporate acts, provided quo
rum of the directors were present, in person
or by proxy, at the time OF such action. In
case of vacancy on the board or among the
officers, caused by death, resignation or re-
moyal by two thirds of the vote of the
board, or for any other cause, the remaining
members of the board shall have the power
to fill such vacancy. Said board of directors
shall have the power TO enact such bylaws,
rules and regulations as, in their opinion, may
be necessary and proper for the management,
operation and control of the business of said
corporation, and the board may select and
FIX the compensation of a manager or general
manager for the business of the company.
Article VI.-Notice of all meetings of stock
holders for election of directors, or for any
other purpose, shall be given in writing by
the secretary, to be deposited in the mail at
least ten days before such meeting is held,
and directed to each stockholder at his last
known address as the same shall appear upon
the books of the corporation, unless said notice
is waived in writing by all the stockholders
appearing upon the books. At all meetings OF
a majority of the votes cast shall
be sufficient TO elect or decide all questions
voted upon, except for the alteration, amend.
ment or the dissolution Of the corporation.
Article VII.-This act of Incorporation may
be altered, amended or modified. or this cor
poration NAV be dissolved by and with the