The herald., 1914-08-27
CHAR TER
OF MOORE ROTARY STUMP CUTTER
COMPANY. INC

! CHARTER
OF MOORE ROTARY SIT Mp CUTTER
COMPANY. INC
. State Of Louisiana. Parish OF O.Ira0,, City
ut New Orleans.
7 BE IT known that ON this. the 18Th day Of
/ IN, month OF August, Iu the year e our Lord
/ before me, Nm !. EDrwcutu, a notary public
. IN and for the parish II Orleans. state OF
/ louisiana, duly commissioned and qualified
! and M the presence OF the witnesses herein
after named aud undersigned, personally
/ came and Appeared the several persons whose
names are hCrCuuto subscribed, who NcvcrdlIy
/ declared that, awaiting themselves OF the
! laws OF the state OF Louisiana they have con-
/ trac'cd and agreed, and do by these presents
! contract. covenant aud agree and bind them
/ selves, as well As all such persons may
/ hereafter become associated with them. To-
form and constitute corporation for the
/ objects aud PURPOSES and under the articles
I and stipulation, following, to-wIt:
/ Article The name OF said corporation
| shall be Moore Rotary Stump Gutter Com
/ pany, Inc, and under H. said corporate name
! II shall have power and authority 10 have and
/ ENJOY succession Tor the full term and period
, OF nincty-nIne years from and after the date
| hereof. To contract, sue and be sued: to make
| and use corporate seal, and the same 70
| break or alter al pleasure; to receive, lease,
/ purchase. hold and convey, well mort
! gage and hypothecate, property, real, per
| >ondi and mixed, C"rporcal and incOrpOreal !;
| 10 name and appoint such managers. agents,
/ directors and officers a. ITS business and m
/ tcTCst> and convenience may require, and
! to make and establish, as well as alter and
! amend from time TO time, such bylaws. ruIcs
| and regulations Tor the proper conduct, man
/ dgemcnt and regulation OF the affairs OF SAID
! corporation ds may be necessary and proper.
! Article 1.-The domIcIle OF sand corpora
| tou shall he IN the city OF New Orleans in
| the state OF Louisiana. and all citations or
| other legal process shall be served upon the
| president of SAID corporation. OF, in the event
! 81 MS absence, upon the vice president or
: acting president thereof, and III the absence
gf 'tlfh al Il
/ SAID corporation
Article III.-Thc objects and purposes for
| which this corporation is established and the
! nature of the business to he carried on by
/ n declared and spcCincd TO be To acquire
/ the patent rights OF Ambrose LarkIn Moore
| and George Daniel Moore for their improved
/ stump cutting machine under the letters pat
/ ent granted to them on July 2lst 1914, bear
| ing No. l,lE,a5o; II manufacture, use, lease
/ and sell the stump cutting machines protected
/ by said letters patent: to own and operate
plant Tor the manufacture of said machines {:
/ to manufacture tar, resin, turpeutIne, wood
/ pulp, or any OF the by-productS from pine. and
I 10 that end TO own and operate the necessary
! plant and CquIpmcnL therefor: TO establish
! and operate stores for the disposal Of such
products; to engage IN general merchandz-
ing business. To make contracts for the clear
/ ing 81 lands, To acquire lands other prop
/ cry by purchase or otherwise and to hold,
/ lease or sell the same; and IN the turtherauCc
| u the above objects and purposes TO pur-
chase, acquire, hold, own and dispose Of
]
edness III other companies of the character
hcrCInabovc described, and in respect To any
/ and all such stocks TO possess and exercise
all the powers Of individual owners thereof
| CeNcept the business OF stock jobbing which
| l. hereby expressly excluded, and generally
| To hold and exercise all such incidental pow
! erS and privileges as relate to the objects
hereInbetore set forth, or that may be here
/ after conferred by law upon this corporation
or corporations OF similar character
The consideration for which said patent
80 4 4
/ to be the sum OF fifteen thousand one hundred
/ dollars, represented by two hundred and two
/ shares OF the common stock and hundred
| shares OF the preferred stock of this corpora
| tIon OF the par value OF fifty dollars each.
| Article lN.-The capital stock of said cor
| poration Is hereby fixed at forty thousand
| dollars, divided into or represented by eight
! hundred shares of the par value Of fifty dol
/ lars each. said stock shall consist OF TWO
| different classes of issue; one thereof to he
! known The preferred stock and the other
I as common stock.
/ The amount OF said preferred stock is fixed
at the sum OF twenty thousand dollars di-
! vided into represented by four hundred
| shares of the par value Of fifty dollars each.
| The preferred stock shall be entitled in pref
| crenCc and priority over the common stock
! OF the corporation to dividends in each and
every year at the rate OF seven per cent per
/ auuum PAYABLE out OF the net profits for such
/ year said dividends shall be cumulative
and said preferred stock shall not be emit
| tied to any other further share of the prof
| its. No dividends shall be declared or paid
| on the common stock III any year until the
| tuil seven per cent j. earned, declared and
! appropriated for the preferred stock for such
year
! All payments of dividends upon such pre-
| ferred stock shall be without deductions for
/ any tax or taxes which by any present laws
or future laws of the United States or of the
| state Of Louisiana, may be payable for or in
/ respect to said dividends for national state
! or municipal purposes; the said corporation
! hereby agreeing to pay any such tax or taxes
which It may or hereafter he required by
any such law TO retain therefrom.
In the event of any liquidation or disSo-
! luton or winding up, whether voluntary or
involuntary, OF the corporation, the holders
| Of the preferred stock shall be paid in full
! the par value of their shares, and after paw
mcnt to the holders of the preferred stock OF
its par value and of such dividends as may
not have been previously paid hereinabOve
provided, the remaining assets and funds shall
| be divided and paid to the holders of the
common stock according to their respective
shares.
The preferred stock shall not be entitled to
vote and may be retired after five years from
the date OF Incorporation by the board of di-
rectors at par value payable to the holders
I thereof out Of the net profits earned sur
plus.
The common stock of said CORPORATION is
hereby fixed at the sum of twenty thousand
dollars, divided into represented by four
hundred shares Of the par value of fifty dol
lars each, and shall be entitled to dividends
corporation only III the manner hereinabove
provided, and said stock shall have the sole
voting power in said corporation.
The whole of said preferred and common
. stock, or any part thereof, may be issued and
delivered for cash, or in instalments of such
amounts, and at such times as the board of
directors may determine; and such stock NAV
also be issued in payment and settlement Of
the purchase price OF the patent rights here
Inbetore described, also in payment, settle
ment and adjustment OF the costs, fees,
charges, expenses and commissions incurred
foT services rendered in the formation and
organization Of this corporation.
Separate stock books and stock registers
shall be kept for each Of said classes of stock
The board Of directors hereinafter created
IS especially authorized to dispose of the
stock for any and all Of the purposes above
stated, as its judgment seems fair and proper
Article N.-All OF the powers of said cor
poration shall be vested in and exercised by
board OF directors to be composed Of seven
stockholders to be elected annually on the
third Tuesday of August of each year All
such elections shall be by ballot, and CON
Quoted at the office of said corporation, under
the superintendent Of two commissioners, to
be appointed by the board of directors, and of
such election, well as OF all meetings of
stockholders, except for the purpose of liuui-
datlon, or dissolution, or as otherwise re-
CURED by law, notice shall be given BY pub
LEGATION not less than three times in ten
days prior TO the date of such election in one
or more newspapers published in the city OF
New Orleans. Each holder of the common
stock shall be entitled to one vote for each