The herald., 1914-07-02
cERTIFIcATIoN OF INCORPORATION

CERTIFICATIoN OF INCORPORATION
OF TIE NEW ORLEANS SILICA BRICK
COMPANY.
State OF Louisiana, Parish OF Orleans, City
OF New Orleans.
Re II known, That 20 this 10Th day of
june, IN the year one thousand nine hundred
and fourteen, before me, Scott r. Beer, 4
notary public, in and for the parish Of Or
leans, state OF Louisiana, duly commissioned
and qua!ihed, and IN the presence Of the Wit
nesses hereinafter named and undersigned,
personally came and appeared the persons
whose names are hcreunto subscribed, all
above the full age OF majority. who scvcrally
declared that, availIng themselves Of the pro-
visions OF the laws OF the state relative to
the organization OF corporations, they have
formed and organized, and by these presents
do torn themselves, and OF those whom they
represent, into and constitute a corporation
and body polite IN law ior the objects and
purposes and under the StipulationS and agree
mentS hereinafter set forth and expressed,
which they hereby adopt their charter
Article 1.-The name and title Of the cor
poratlon hereby formed Is declared to be NEW
ORLEANS SILICA BRICK COMPANY.
Its domlCIlc shall be in the city OF New
Orleans, state Of Louisiana, and il shall have
and ENJOY succession by its corporate name
tor a period OF nInety.Line years from and
after the date hereof.
This corporation shall nave the power and
authority To contract, sue and be sued in its
corporate name; to MAKE and use a corporate
seal; to hold, receive, hire and purchase real
and personal property, and to sell, mortgage,
Or pledge the same, and TO borrow mony and
issue bonds, notes and other obligations.
All citations other legal process shall
be served upon the president, and. in the
event Of his absence or inability to act from
any cause; the same shall be served upon the
vlce-president or secretary treasurer
Article 1.-THE objects and purposes for
which this corporation IS organized and the
nature of the business to be carried on by II
are hereby declared to be-
he trFb
tion and sale OF all kinds of building supplies,
materials and structures, particularly the man
ufacture OF sand-lime or clay bricks, and
other articles for building purposes, and to
make all kinds OF constructions that may be
made OF clay or sand lime; the manufacture
of concrete building blocks, stones. thing.
poles, sidewalks, shingles and other articles
for building and ornamental purposes that
may be made Of concrete. and also for the
erection OF buildings, tGmbstOneS and mausO.
leumS.
Second-To purchase and own the rights to
use patented processes, machinery, forms and
devices for the manufacture of bricks build.
ing blocks, tile and other building materials
as may from time to time be deemed adviS-
able in the conduct of the business.
Third-To own and operate sand banks and
sand bars, gravel pits and gravel bars, to.
gether with the necessary machinery appli.
anceS, boats, tugs, bargeS, steamboats, and
other transportation facilities.
Fourth-To purchase and dispose Of business
plants similar incident to the purpose 5
for which this corporation is roganized. To
act a agent for the purchase and sale of any
or all OF the articles hereinbefOre described
or similar thereto.
Fifth-To do any and all other things neces
Sary tor the conduct of the business above
set forth, and provided -uch acts are not in
conflict with the laws of the state of LouiSi-
ana or of the United States of America.
Article lll.-The capital stock of this cor
poratlon Is hereby fixed al the sum Of $780,
Ou0. divided follows:
he Cha Of y,,t,,,,V
stock Of the par value of so per share and
10000 shares of preferred stock of the pal
value Of $40 per share.
The preferred stockholders shall not be en-
TITLED to any voting power in the corporation
except as to the directors. who shall repre-
sent the said preferred stockholders on the
board OF directors as hereinafter set forth
! he preferred stock, or any part thereof, shall
be subject to redemption at the option Of the
COrporatio at any time after the lst day Of
January l93O, at the price OF $3.50 per share
and the amount of the dividends accumulated
and unpaid thereon at the date of redemp
ton; said redemption shall be made in suCl
manner and in such proportion as the boarC
of directors may determine. No dividend
shall be paid to holders OF common stock or
that stock until there shall have been Sc
aside in the treasury from the earnings
sum sufficient to pay the dividend of 7 pc
on the preferred stock for a period of tw,
years following any dividend period. SaiC
fund so set aside shall not he lent to IN,
corporation or used for any purpose withou
the consent of the majority Of the director.
representing the preferred stockholders.
The preferred stock shall first be paid thu
guaranteed dividend OF per cent per annum
after which there shall be set aside from III,
earnings of the company a Sfficient t,
pay the guaranteed dividend of per cent pc
which the preferred stocs shall participate il
any further earnings to the extent of 3 pc
cent Of the total amount Of the dividends t
be declared the common stock.
II Ill
placed upon the plant without the affirmative
vote or consent of a majority Of director
representing the preferred stock.
This corporation shall commence business a
soon as $500 Of its capital stock shall hav
been subscribed for.
Article IN.-All the corporate powers Of thi
corporation shall be vested in and exerciSe
by board of directors composed OF not les
than seven nor more than eleven stockholders
at the discretion of the board Of directors
If said board shall consist of sen, hve OF III
directors shall be elected by the holders .
common stock and two by holders OF pre-
ferred stock. If it shall consist of nine di
rectors, six shall be elected by the holder
Of common stock and three by holders OF pre-
ferred stock. II it shall consist Of eleve
directors seven shall be elected by holder
ferred stock. A majority OF the board shall
constitute quorum at the transaction OF al
business.
The board of directors shall be vested wit
full power and authority to make all cor
| tracts, purchases and sales. and adopt all by
laws. rules and regulations for the govern
ment of the business and affairs of the CON
pany. and alter, amend and change same 9
pleasure; appoint, hire and discharge all on
GERS, agents and employees, fix all salarie
and generally do and perform all things nee
essary in the transaction of the business an
the affairs of the company. Any vaeanc
occurring in said board shall be filled b
the remaining directors for the unexpire
] term Of the board.