The herald. [volume] (New Orleans, La.) 1905-1953, 1914-03-26

qas-c. and TO atap, such bylaws aad rules
t.r tlc management Of IT'S affairs IS II my
as 3-,, Ell The d daIile OF this corpora
tio- shall be lu the Cry Of New Orleans.
State - louisiana and all citations and
other legal process shall be served on the
resident in his absence on the Wee Pres
dent, and ID the absence o. yoia OF SAID ON
GERS on TIE Secretary or the Treasurer.
Article III. Til. objects ard purposes t1-
which trf, coronation IS organized and the
nature o. the business 20 be carried on by
70 are as follows: To manufacture, own, oqe--
ate. rent, lease, buy and sell machines Tor
harvesting sugar cane and other machinery
a.d devices. and 10 d. a general machinery
business, 20 acquire, own, exploit, sell and
lease patents and patent rights on cane Ea--
yestlCC and other machinery and devices; 20
sell factories f0r the manufacture Of cane
harvesting and other machinery and devices;
and generally 20 do all things that may be
required or be convenient Tor the accomplish
weot Of the objects above set forth.
Article ". The capital stock Of this cor
po-atiou Is hereby fixed az the sum Of two
million I'VE hundred thousand dollars 81
5l'U.gm, divided into and represented by
OF one hundred dollars $1,000 each.
The stock Of This corporation shall be fu!l.
paid and worcestershire, and may be issued
Tor money or property paid or made over 70
the corporation, and IN payment for services
or labor performed Tor II, at valuations TO be
axed by the Board Of Directors.
Transfers OF sdlG StGCh sLall Iyl DiIulLs
on the corporation unless recorded on its
books, and shall be further subject to such
rules and conditions as the Board OF DlTec-
tors may prescribe.
The stock OF this corporation shall be en-
titled to dividends, payable IN cash or other
wise. and TO share in the assets and funds
Of III" corporation as the Board OF Directors
may declare or prescribe, and as It may deem
This corporation shall begin its operation
and business as soon as one thousand dollars
$1,000 Of its capital stock be subscribed
Article V The corporate powers of this
corporation, including the power to make and
amend its bylaws, and the management and
control OF ITS affairs. with power to issue
bonds and other certificates Of Indebtedness,
shall be vested IN and exercised by a Board
Of Directors, composed OF seven % stock
holders, four 90 of whom, represented either
tute quorum for the transaction OF all bust
ness.
Any director, in his absence from any meet
ing of the Board Of Directors, shall have
the right to appoint in writing any other
director as his proxy, with full power to act
in his stead at such meeting:
The directors shall be elected annually by
ballot by the stockholders on the first Thurs
day in February Of each year, but failure
to hold such annual meeting OF stockholders
or to elect directors or officers of the cor
Poration shall not be regarded as forfeit
ure OF this charter. In event Of such failure,
such election may be held thereafter as may
be prescribed IN the bylaws of the corpora
ton.
All elections shall be held under such rules
and regulations as may be prescribed by
the Board of Directors, and the directors
when elected shall continue in Office until
the next regular annual meeting of stock
holders and until their successors shall have
been duly elected.
Any vacancy occurring on the Board of Di-
rectors shall be filled by the remaining di-
rectors for the unexpired term.
SUeClal q StOCElOldPre al
corporation may be held under such rules
and regulations as may be prescribed by the
| Board OF Directors.
At all meetings OF the stockholders of the
corporation majority of the outstanding cap
| ital stock must be represented to constitute
a quorum for the transaction of all business,
and each stOckholder shall be allowed to vote
either IN person or by written proxy, one
vote for each share of stock owned by him.
All notices OF stockholders meetings must
| be be mailed at least ten days before the
| date OF such meeting.
Article VI. The officers of this corpora
ton shall consist OF President, Vice Pres
| ident, Secretary and a Treasurer. The
3ihee OF Secretary an. Treasurer may be held
| Said officers shall be elected by the Board
| OF Directors at a meeting of the board, which
| shall be held Immediately following the cleo
| ton OF the directors. In event OF failure
to elect said officers al said meeting of the
Board of Directors, said election may be held
| at any subsequent meeting of the Board of
| Directors, and said officers when elected shall
continue in office until their successors shall
/ have been duly elected.
| Article VII. Until the annual meeting OF
the Stockholders to be held on the first
| Thursday in February, 1915, and until their
| successors shall have been duly elected. the
| following named persons shall constitute the
| Board OF Directors OF this corporation: F. NJ
Cockrell, Jr., Eustace L. Williams, J. Jaw
Anderson, VIM. p. Luck.
Immediately following the meeting of sub.
seribers at which this charter is adopted, said
| Board of Directors SHALL without further no
| ing bylaws for the corporation, and for the
! transaction of such other business as il NAV
deem desirable or expedient.
| Until the meeting of the Board of Direc
tors following said meeting of the stock
| holders on the first Thursday in February
1915, and until their successors shall hav,
been duly elected, the following named per
sons shall be the officers of this corporation
+. NJ Cockrell, Jr., President; Eustace L
| Williams. Vice President; J. Jay Boyd, Sec
rotary; VIM. B. Fenck, Treasurer
Article VIII. Liability of the stockholder,
OF this corporation for any contract or fault,
of the corporation shall be limited to any
unpaid balance that may be due by them re
sPectively on their subscriptions.
No mere informality in this incorporation
shall render this charter void. or expt,
stockholders TO any liability beyond III,
amount of their stock
Article TX. This charter may be amended
the assent Of stockholders owning majort,
Of the outstanding capital stock at a meeting
convened for that purpose.
In the event Of dissolution Of this corpor
alton by expiration Of this charter or other
wise, the affairs Of the corporation shall b,
| liquidated by three stockholders, 10 be elect
ed at the. meeting ordering such dissolution
| and liquidation.
The subscribers hereto have set opposite
| their respective names the amount Of tn,
capital stock subscribed by them. and sait
signatures shall be regarded as the crigina
stock subscription list of said corporation.
! Thus done and passed, in my office. at tn,
City OF New Orleans, Louisiana, on the day
month and year first hereinabove written, ii
presence OF Messrs. Percy L. Luck and ]. A
| Sinclair. competent witnesses, who hereunt
! sign their names with said appearers ant
me. notary, after due reading Of the whole
Original Signed: J. J. Douglas, 100 shares
by Eustace L. Williams; Archibald B. Young
! IS shares, by Eustace L. Williams; Max /
Simons, shares, by Eustace l. Williams
Charles G. Lucas, 10 shares, by Eustace L
| Williams; F. NJ. Cockrell, Jr., Il shares; Eus
| tace /. Williams. 8 shares: / Law Royd. 5