The herald. [volume] (New Orleans, La.) 1905-1953, 1915-06-24

y
The several persons whose names are her,
!. matter subscribed, of the full age of majo
!. ity, who declared to me, that, availing then
!. selves of the laws of this state relative to til
!. organization of corporations. they have CO,
: enanted and agreed and, by these present
: do covenant and agree for themselves an
I their successors and assigns, TO form then
selves into corporation and body polite fo
the objects and purposes and under the stipr
lations hereinafter set forth.
Article 1.-The name and title of this col
poration shall be "St. Mary Cooperative Farr
and Orchard Association, Inc.," and unde
such title it shall have and enjoy succession
and existence for a period of ninety min
years from date hereof; it shall have powe
and authority to contract, sue and be sued
make and use a corporate seal, the same I
. break and alter at pleasure; to hold, sell
. lease. mortgage, hypothecate pledge prop
erty, real, personal or mixed, necessary, Incl
dental or proper for the carrying on Of it
business, as well as TO issue bonds securet
by such mortgages; TO buy and hold stock il
any other company companies; TO make ant
issue notes and certificates of Indebtedness
to name, elect and appoint managers, direc
tors and clerks, or other employees, to prop
erly conduct its corporate business, and e
make bylaws rules and regulations as may
be found necessary or desirable for the man
agement and business affairs of this corpora
ton, and generally 10 do every other act, mat
ter or thing necessary for the complete and
proper carrying out of said business.
| Article 1.-THE domicile of this corporation
snail be IN the city OF New orleans, state oil
| Louisiana, where all citation and other legal
process shall be served upon the president,
| or, in the absence of the president, upon the
| vice-president, or, in the absence of both,
upon the secretary-treasurer.
| Article III-The objects and purposes OF
/ this corporation are hereby stated and de-
| clared to be TO buy, sell, lease, exchange,
| improve, reclaim and develop real estate; TO
| establish, care for and maintain farms, plan
tations, orchards, canneries, creameries, and
other utilities for making and marketing farm
| produce; to plant and harvest crops; to buy,
sell. exchange, grow and fatten livestock; to
colombo lands with farmers, and to provide
means for their farming and marketing CO.
operatively; and, in particular, to buy the
Vacherie plantation, in the parish of St. Mar
tin, and to operate, develop and COLOMBO
same, and to plant and cultivate crops and
orchards thereon, either for itself for its
stockholders for others.
Article IV.-The capital stock Of this cor
poration shall be two hundred thousand dol
lars (S2OO0O000, divided into four thousand
$4,000 shares, of the par value of fifty dollars
$4,000 each. This capital may be increased
to five hundred thousand dollars.
Fifty per cent OF the capital now fixed
shall be subscribed for before this charter is
filed. The subscriptions to stock shall be
paid for in cash. in land, other prop
erty, or for services rendered, all in accord
with Act 267 of 1914.
The company may begin business when
fifty per cent of its capital stock has been
Article VI. Each share of stock in this
company shall represent one acre of land
and each stakeholder shall be entitled, at the
end of any year, to surrender his stock for
cancellation, and to the segregation and de-
livery to him, of the amount of land repre-
scented by his stock. In case the company
and the Withdrawing stakeholder are unable
to agree upon the location of the land called
for by the stock of the latter, or upon any
other question connected with the Withdrawal
of the stakeholder, such questions shall be
refP IN n ad of tubic
member shall be selected by the company,
one by the stakeholder, and a third by the
hrst two. Said adjusting board shall appor-
ton, as near as may be, to the withdrawing |
stakeholder his full equitable pro rata share
Of the land of the company. Said adjusting |
board shall make the same pro rating of any |
other assets, and of any liabilities of the |
Any application for withdrawal, |
must be made during the month of May of |
zach year and must be acted upon before the |
September.
?. The company shall be empowered to
contract with its stockholders, as they SUBJ
scribe, to establish and maintain upon the |
and represented by their stock such orchards
,r crops as may be agreed upon, and the right |
IT the stockholders to receive such orchards |
Upon the cancellation of their stock, shall be
evidenced by supplemental certificates, to be
designated as Orchard stock, or otherwise,
n accordance with the kind of orchard or
;rop agreed upon, said certificates to be issued |
made for the establishment and
maintenance of the orchard or plantation.
3. The company shall keep strict account
# all receipts and expenditures for the estab-
ishment and maintenance of the orchards or
plantations of its stockholders; and, in case
he amount paid by the stockholders for their
richards or plantations exceed what is ex-
'ended, any surplus shall be returned to the
it being the intent of this arti-
lie that the company shall act as the agent
or its said stockholders, and shall give them
he benefit of the actual cost of establishing
nd caring for said orchards or plantations.
Article VI-The directors shall be author
zed to accept the Vacherie plantation in pay
1ent for subscriptions to stock according to
IS appraised value, as shown on the annexed
Article VII.-All the corporate powers of
his corporation shall be vested in and exer-
ised by board of directors to be composed
hve stockholders, each of whom shall own
n his own right, during his term of office, at
east one full paid, non-pledged share of
took, which shall be shown by his written
eclaration, three OF whom shall constitute
quorum for the transaction of business.
'rovided the board of directors shall have
over to increase, in their discretion, the
lumber of directors from FIVE to twenty-five,
n which event eight shall constitute a
uorum. IL
The officers of this corporation shall consist
president, vice-president, secretary and
reasurer. The Offices of secretary and treas
rer may be held, if desired, by one and the
anne person. The board may, in its discretion,
Iect additional vice-presidents, not exceeding :
The following named persons shall consti-
lite the board of directors of this corpora :
on. to-wit: Harry s. Gerson, 1923 Polymnia ;
rect, New Orleans, La; Emile Gajan, New q
IBERIA, La; Porteus r. Burke, New iberia, =,
a.; Donelson Gallery, 122S Race street, New I
rieans, La; S: ". Edmiston, 344 Carondc- =
t street, New Orleans. Donelson Gallery :,
iall be president; Emile Gajan, vice-presi. Q
INT; Harry S. Gerson, treasurer, and S. w.
Omission, secretary. These directors and | 6
hcers shall serve until the first Monday in 5
Inc, 1916, or until their successors shall :
I'VE been elected and qualified
Thereafter the directors shall be elected
oh year, beginning with the year 1916. All Y
ections of directors shall be by ballot, and P
oh stakeholder shall be entitled to one vote &c
r each share of stock standing in his name &c
the books of the corporation, this vote to !. ~
cast IN person or by proxy, and it shall =
qulre a majority OF the stock present or IL
presented to elect. 10
The failure to elect the board of directors
the first Monday in June, 1916, or annu- 81
y thereafter, shall not work a forfeiture g
this charter, but the old board Of direc- d
5 shall remain in Office until their success 81
IS are elected and qualified. ~ NJ
Artieie VlII.-The board of directors shall ~, "a
d regular meetings at such times as shall ~
liked in the bylaws of this corporation. "a
csc meetings shall be held at the domicile 50
the corporation, but the president NAV ~,
! special meetings of the board of direc- VI
5 at such times and places as he may deem e ue
,isable, and he shall be required to call 81
n special meetings whenever requested to ~ ~
so by three members of the board Of d. w
tors. Three days notice of such special as
etngs shall be given in writing to the -.
ectors unless waiver of notice is signed .o'