The herald., 1915-01-14

NEW ORLEANS OSTRICH FARM, INCOR.
PORATED.
United States Of America, State of Louisiana
BE II known, that on this % day Of Decem.
per; IN the year one thousand nine hundred
and fourteen, before me- Iphn X I'pton a
notary public, in and for the Parish of Or
leans, State OF Louisiana, duly missioned
and qualified and in the presence OF the wit
nesseS hereinafter named and undersigned
personally came and appeared the persons
whose names are hereunto subscribed, all
above the tull age OF majority, who severally
declared that, avaIling themselves OF the pro.
VISIONS OF the laws of this State relative 10
the organization of corporations, they have
formed and organized, and by these presents
do form themselves and those who may here.
after become associated with them, into and
constitute a corporation and body poliitic in
law tor the objects and purposes, and under
the supulatlons and agreements hereinafter
set forth and expressed, which they hereby
adopt their charter.
Article The name and title Of the corpora
ton hereby formed is declared 10 be New
Orleans Ostrich Farm, Inc Its domicile
shall be in the City of New Orleans, State OF
Louisiana, and It shall have and enjoy sue
ceSSion by its corporate name for a period of
thirty years from and after the date hereof.
1t shall have power to sue and be sued; 10
borrow money, hold, purchase, lease, sell and
hyPothecate real and personal property in the
State OF Louisiana or elsewhere; to make and
use corporate seal; to name and appoint
directors, managers for the management of the
business and affairs of the said corporation
as may be necessary, the same to alter al
pleasure; also to make and issue bonds and
other evidences of debt, and to secure the
same by mortgage or otherwise.
All citations and 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 Vice
President or the Secretary-treasurer.
Article 1.-THE objects and purr Jses for
which this corporation Is organized, and the
Fnlf ~ fln IfNGN hs q
are hereby declared TO be: To buy, sell, raise,
import, export and generally deal in ostrIches,
ostrich eggs, and ostrich feathers; 10 raise,
buy, sell. import, export and generally deal IN
all poultry, eggs and feathers; to manufac-
ture, buy, sell, import export and generally
deal in incubators, food, feathers or any mar
keting ostriches, poultry and alligatOrs; TO
hatch, breed and raise, by natural or artificial
means, ostrIches or any form OF poultry; TO
raise, Match, buy, sell, import, export and gen.
orally deal IN alligatOrs, alligator hides and
skins, and articles made from such hides and
skins; to print. publish, and distribute maya
zines and literature OF every class and de-
scrIption; TO exhibit or show III any manner
whatever any oStriChes, birds, poultry or alll-
gators; to manufacture, TenOvate, repair, buy,
sell, import, export and generally deal IN
ostrich feathers, and to carry on any activi-
ties which have to do with the specific pur-
poses herein set forth, and especially to buy,
sell, lease, hold and acquire real estate, and
any other property necessary or incidental to
the proper conduct of said business and TO
mortgage and pledge the same.
Article III.-The capital stock of this cor
poration is hereby fixed at the sum OF twenty.
five thousand dollars CS250OOl. divided into and
repre- scented by twenty-five hundred shares OF
the par value of ten dollars $1,000 each.
The limit to which the capital stock Of this
corporation may be Increased is hereby named
as fifty thousand dollars $4,000.
Article lN.-All the corporate powers OF tins
corporation shall be vested IN and exercised
by a board of three directors, to be composed
of stockholders, two OF whom shall constitute
quorum for transacting all business: Inc
Board of Directors shall be vested with tull
power and authority to make all contracts,
purchases and sales, and adopt all bylaws,
rules and regulations for the government OF
the business and affairs of the company, and
alter, amend and change the same at pleas
ure; appoint, hire and discharge all officers,
agents and employees, fix all salaries, and
generally do and perform all things necessary
in the transaction Of the business and affairs
Of the Company. Any vacancy occurring IN
said board shall be filled by the stockholders
in the manner provided in the election OF di-
rectOrs.
The first Board of Directors Of this corpora
John F. Gerlicher, and Edward w. Rogers
with the said Lafayette NJ. Hughes, as
President; Edward W. Rogers, as wee
president, and John +. Gerlicher, as Sec
until the second Thursday IN November
1918, or until their successors are duly elected
and qualified. -
On the second Thursday in November, 1915
and annually thereafter, an election tor d.
rectors shall be held at the office OF the com
pany under the supervision OF three commls
soners TO be appointed by the President, ano
the directors then elected shall take then
seats Immediately and shall hold ONCE until
their successors are duly elected and quail
fed Each board shall elect its own otncers
which shall consist of a president vice
president and a secretary-treasurer.
All corporate elections shall be by ballot
! and a majority of the votes cast shall elect
and each share of stock shall be entitled t
one vote either in person or by proxy.
Written notices of elections shall be giver
to each stockholder by the Secretary-treasure
at least ten days prior to elections
Article V.-This act of incorporation may b'
changed, altered or modified, or this corpora
ton dissolved, with the assent OF two-thIrd
general meeting of the stockholders convened
for that purpose after prior notice OF suci
meeting shall have been given IN writing u
each stockholder or mailed to him at his las
known postoffice address, all in accordance
with the terms of Act No. 267 of 1914. g.
Article VI.-Whenever this corporation a
dissolved, either by limitation OF IT'S chartc
or from any cause, its affairs shall be ilqul
dated by three commissioners to be appointed
from among the stockholders at meeting o
the stockholders convened for that purpos
after prior notice shall have been given D.
the Secretary to each stockholder. said com
miSSlOncrS snail remain III OHlSS uhtii h
affairs of said corporation shall have beer
| fully liquidated. In case of the death OF elthe
commissioner, the survivor shall continue L
act. ali as provided under the terms OF sec
| ton 90 of Act 267 of 1914.
Article VII.-No stakeholder of this cor
poration shall ever be held liable or respon
| sibIe for the contracts or faults thereof Ii
any further sum than the unpaid balance gu
| to the corporation on the shares owned o.
him, nor shall any mere informality in organi
zation have the effect of rendering this shar
ter null, nor of exposing stakeholder to an
| liability beyond the amount OF his STOCK.
of shares placed opposite their names an
| this act may also serve as the original sur
scription list:
| L. NJ. Hughes, New Orleans, La, 1000 shares
lie. w. Rogers, New Orleans, La, shares
]. F. Gerlicher, New Orleans, La ~ Share'