The herald. [volume] (New Orleans, La.) 1905-1953, 1915-08-26

ments of their business
Article 1.-The domicile of this corpora
Parish Of Orleans, State of Louisiana. All
citations and other legal papers shall he
served on the President of the Company, and
IN his absence on the Vice President or Sec
Article lII.-The purposes for which this
corporation IS formed TO conduct the bust
ness OF dealing in, buying and selling at
wholesale end retail Of food and feedstuffs
and all materials necessary for manufactur-
ing iced and TO mix and manufacture feeding
materials Tor cattle and srock, and shall have
authority to do business throughout the
United States and foreign countries, and to
buy and sell real estate. machinery, patents.
patented processes and patent rights and all
other necessities having such purposes in
agreements necessary expedient for the
carrying out Of the business OF this corpora
tion.
Article IV.-The capital stock Of this cor
Poration IS hxed at the sum of fifty thousand
dollars tS5O,m0oO, divided equally in pre-.
ieEred and common stock. Two hundred and
nifty t25OD shares OF the par value of one
hundred dollars (SlO0OO) each shall be non
per annum preferred stock, divided into two
classes: Class "A" and Class b" Each
class shall comprise one hundred and twenty.
i've tl2ol shares 81 the par value OF one hun
dred dollars $4,000 each. Both classes
shall receive eight per cent $50 per annum
dividends, cumulative and preferred, payable
al the once OF the OmpanV on the tTSt NlSt)
day OF August each year. Class "B' Of said
GTeierred stock will only receive dividend
OF eight per cent $50 per annum and an al
lowance OF one dollar $500 per ton on each
and every ton Of feed bought from the Com
pany by the original holder OF Glass "B'
stock or their legal heirs or assigns, which
shall be paid unto such stakeholder until the
total allowance paid on each share Of said
stock shall equal the par value thereof, after
which time said Glass 'R" stock shall only
receive eight per cent go per annum dIvi-
bends and shall not participate in any add
tOnal dividends which NAV be declared. A
special record shall be kept by the Secretary
Treasurer OF such payments, which payments
shall also he endorsed the certificate OF
Class "B' stock and credited at the time such
feed Is paid for Two hundred and fifty ESQ
shares Of the par value OF one hundred dol
lars $4,000 each shall constitute the COM
mon stock of this corporation. but the com
mon stock shall not participate IN any dIvI-
dendS until after the profits Of this Company,
whether used for improvements or extensions
of plant, or retained rs surplus, shall exceed
twenty-five thousand dollars tS25O0O00).
whether earned in more years. The
certificate of stock shall he signed by the
President and by the Secretary Treasurer, or
in the absence or inability TO act of the Pres.
ident by the Vice President and Secretary
and Treasurer. Said stock shall be transfer
able only on the books of the Company, and
the surrender or due proof OF loss Of the
increased to two hundred and fifty thousand
dollars (S2S0nOO.OO. All subscriptions shall
be paid for in cash. property or service, at
such time that the Board Of Directors shall
require, and the laws OF this State provide.
The corporation shall begin to do business
when twenty-five thousand dollars $25c0OO
of the capital stock has been subscribed Tor.
fifty per cent (5OC,) thereof has been paid for
and the remainder Of the authorized stock
shall be issued at such time. and upon such
terms and conditions as the Board OF Direc-
tors shall determine. The stock issued by
this Company may be voted umulauvely by
the holder thereof as provided by Act No. 267
of 1914.
Article V.-All the powers of this corpora
ton shall be vested in and expressed by a 4
board of FIVE directors, each of whom shall
own at least share of the capital stock
of this Company and three to constitute a
quorum.
lot at the annual meeting OF the shaIehold-
ers under the supervision of two commission
ers appointed by the Board of Directors:
which meeting shall he held on the tR f
(3rd) Monday Of January Of each year, after
due notice given to the stockholders by the
Secretary by mail at least fifteen days prior
to the date of such election. At all meetings
Of the shareholders each shareholder shall be
entitled TO cast one vote, in person or by
proxy, on each share of stock held by HIM,
but no person shall vote any stock trans.
ferred within ten days PRIOR to the holding OF
uuire a majority of the votes cast to elect.
At any meeting OF the Board of Directors any
director absent from said meeting may be
TcpreSC ntcd DN another uiTtClol. WIN
cast the vote of said absent director accord
ing to the written instructions of said absent
director The Board Of Directors shall have
the power by two,thiTds vote OF all INC direc-
tors to lease. sell, mortgage or pledge any
and all Of the property, movable and lmmov-
able belonging TO the corporation, without
reference 10 the shareholders for power TO do
So and they may also purchase tor cash' or
on credit property of any kind required TOR
any of the purposes Of this corporation, with
out authority from the shareholders. Inc
Board of Directors shall have the power 20
issue or confer general power or special power
on the President to issue promissory notes
and other negotiable paper. II,
Until the next general meeting to he hsld
of January. 1916, the Board of Directors Of
this Company shall be composed OF Chas II.
ORourke. 1872 Pension street. New OTleanS'
La; Anthony Wizard, Jr.. Reeves, Ia; Jas.
La; E. N. Williams. Vinton, La, and Roy
p. Standefer, oo3 Calder avenue, beaumont,
Texas. with Chas. II. O'Rourke as President
and Anthony Wizard, Jr, as Vice President
and lanes NJ Myatt. Secretary-Treasurer.
In case of any vacancy either in the above
named Board of Directors, or in any other,
the remaining members shall nave me Powe5I
officers of the Company shall remain IN OF,
fee until their successors are elected ana
, qualified. Failure TO hold the annual meet.
ing shall not dissolve the corporation, hut
the meeting shall he held as soon as possible
after the regular date.
Article VI.-Ths act of incorporation may
be changed altered or modified, or the cap
ital stock may he increased or decreased
with the assent of two-thirds of its stock, al
A meeting duly called for that purpose after
ten DAYS due advertisement in one OF the
daily newspapers Of this city. and after writ
ten notice mailed to each stockholder at ms
last known address; provided. however, that
the objects and purposes OF Incorporation
shall not be changed, and the capital stock
sboIl NOT be increased to more than the max
imum permitted in the original act OF moor
noration nor decreased to amount less
than the corporate Indebtedness. a change
in objects and purposes may, however, be
voted bv all stock thereto before ISSUED ana
an increase of all the capital stock IN excess
of the amount originally named as the sum
TO which the capital may be increased may
be made by three-fourths of all its outstand-
ing stock.
Article VII.-No stakeholder shall ever be
held liable or responsible BILE for the contracts or
faults of said corporation in any further sum
than the unpaid balance due on the shares
of stock owned by him; nor shall any mere
informality in organization have the effect
of rendering this charter null or exposing a
stakeholder to any liability beyond the
amount of his unpaid stock; nor shall any
informality or irregularty in organization
ever have the effect of rendering any stock
holder liable partner.
Article VIII-Whenever this corporation is
dissolved, either by limitation OF time or by
the determination of the stockholders, Its al
fairs shall be lquidated under the super
vision of two liquidators to be appointed for
that purpose at general meeting OF the
stockholders convened after ten days notice,
which shall have been sent by mail to the