The herald., 1914-03-19

Article III-Thc object, and purposes for
which this corporation Is organized and cs-
tablI~hcd. and the nature Of the business 20
be carried on by It are declared 20 be as FOL
lows. To acuIre. reclaim, improve and Guilt
waite landed property. % colombo land, TO own
and operate sugar mills aud sugar r,.ucGIcs;
and % acquire by purchase or lease. operate,
sell and uthc5NgSc dispose OF any ard every
species ut property. real. personal and mixed,
necessary ~ convenient 90 be SO acquired and
used on order 10 more cHcrtua!y carry out the
main design OF the organization Of the com
Iauy.
Arri-Ic IV.-Thc capital stock Of this cor
p0-at'uu j. hereby fixed AZ and declared To
be the SUN ii seven hundred and fifty thou
sand dollars l$15U0Ulgy, 20 be represented by
seven thousand and five hundred $500
shares Of one hundred dollars $1,000 par
value
These shares shall be divided into pre-
fcTrcd. Of which there shall be two thousand
ard FIVE hundred i2.SJyD shares. and common
Of which there shall he 1--WE thousand 5000
shares; and the certificates therefor shall
designate the class Of shares for which issued
The preferred shares shall be entitled TO
receive dividends az the rate Of eight lS) per
Cen,um per aEuum from the lst day Of July,
1914, for that and subsequent years, out OF
the net earnings OF the company applicable
TO dividends, before any dividend shall be
paid upon The common shares, and these dIvI-
drudS shall be cumulative.
After payment OF the above dividends upon
the preferred shares, the remainder OF the
earnings OF the company, may, IN the dIscrc-
ton OF the board OF directors. be used % pay
dividends upon the common shares.
In the even, of liquidation Of the company
tor any cause, the preferred shares shall be
entitled TO be paid IN full before any Payment
Is made upon the common shares which shall
receive the rest OF the assets.
A. all elections for directors or meeting,
% the shareholders, each share, whether pre-
TERED or common, shall be entitled 10 one
90 vote. either hy the owner an person, OF by
his written proxy
No change shall Ic mad, ~ 'l. ru.-r',e- If
shares, either preferred OF common, except 10y
a vote OF ihrec-t"urthS OF the outstanding
~NaftS oi each class. taken separately, At a
special meeting TO hc held tor the purpose.
he company shall commence business and
become going concern a. soon as thirty 600
shares shall have been subscribed
HE shares OF the capital stock Of tins cor
p0ratlou shall De paid for IN money. or for
labor done or services rendered. or such shares
as may be ISSUED or delivered for other prop
crty rights and franchises to be taken. &C.
scptcd and received by the corporation Tor
ITS corporate purposes, al such valuation and
upon such terms for said shares the board
OF directors may determine and direct from
time To time 20 be cNpcdlcut The capital
stock Of the corporation may be increased
or reduced by proceedings taken lu the mar.
ncr prescribed by law.
The shares OF the capital stock Of this cor,
poratlOn may he issued for money, for labor
done or service, rendered or for other prop.
Criy nights and franchises, which may be
mus paid tor OF exchanged and made over o.
the company The valuation OF any and all
nights, contracts, labor OF services, and prop,
eFtN, movable, IUtuuvdblc and mixed. COrpO-
real OF lucorporeal accepted and received 10y
the corporation Tor its corporate purposes in
payment, exchange or otherwise f,r any ~
the, shares or capital stock OF tins corporation,
ana nNed by the board OF directors upon such
terms and conditions for the issuance Of such
shares OF stock, shall be conclusive evidence
OF such valuation; and any and ali persons,
partnerships, associations, corporations stock
adj do limo ffh -
atom, hereby waive any right or cause OF &c
Ton against the original OF subsequent owner
or owners OF such shares OF the capital stock
issued to IT, him, her OF them IN payment OF
exchange Tor labor done or services rendered
or Tor such rights, franchises, credits, con.
tracts and property valued by the board OF di-
rectors as aforesaid; and each, every and any
and all contract, contracts. or undertaking
made by or entered INTO with this corporation
shaII he subject 10 this provision OF this
ChaTieT..
All OF SAID stock shall be full paid and non,
asseNsabie when ISSUED and delivered, and
transfers thereof shall not be binding on the
company, unless recorded IN its books, and
Sh4lI be further subject to such rules, rcgu.
, ,aIonS ana conditions as the board OF drec
Article N.-Ihe corporate powers Of this cor
Porati9n including the, powers to make and
c SlaT,d rs lays, ana the amusement anc
! exercised by board OF directors composed
OF not ieSs than seven "a persons, who shall
De the holder OF Al least one Cd share ,either
preferred or common) OF the capital stock o.
| TINS company, a majority of whom represent
60 either IN person or by proxy, shall consti
!uLe quorum ioT the transaction OF all bus
| i".ss'
| any ulreS'or' III ms absence from any meet
| ing Oh 'he board OF directors, shall have pow
et 70 appoint IN writing another director o.
sloch :. as ms proxy, with full power t,
! dCI III ms stead at such meeting.
Inc directors snail be elected annually b,
| TdliOL Dy Tue hoideTs OF the stock, on the mrs
| tuesday IN January OF each year. Each hold
CT OF STOCK snail be allowed to vote in person
| OF Dy written proxy, one vote for each shart
OF StoSS owned by MN, and all elections shall
Oe hTlh uhder such rules and regulations a
| may DC ADOPTED by the board OF directors. Thu
H gL mus erected snail continue IN ottc'
! iOr one year; ana until their successors shall
| nave oeeh duIy elected and qualified. An,
81 I 20 CteSt oIhceIs or directors shall no
| Se IesdIueu ds forfeiture OF the charter
my vacancy occurring on SAID board OF direc
t !oIs sn4li De hiied 1y the remaining directors
ION among the S'oCAhoiders Tor the uneNpireC
! I'll III s.,,..:
| to''oNl persons sh3lI De and constr
| ~. III DodiI OF directors: Edmun!
! Cbarins N w SIian1 mno on' n. y. barnard
| ri iSs -. ndrteIi, Otto MaieI, X. bTool
-, xO ~ ba amd sL., howard McCaleb, major