The herald., 1915-02-25
CHARTER.
OF DEER ISLAND IMPROVEMENT Gun
PANY INCORPORATED.
J'rited STATES OF America, State OF LOuisiana,

OF DEER ISLAND IMPROVEMENT CoA-
PANY, INCORPORATED;
United States OF America, State OF LOUISIANA
Re il Known, that on this day Of the month
of January, in the year 1914, and OF the In
depe ndence of the United States OF AMERICA
the 18th, before me. Herman Michel. no,
tary Public, duly commissioned and quallned
in and for the Parish of Orleans, State OF
Louisiana, and in the presence OF the VIII
nesses hereinafter named and undersigned,
Personally came and appeared: The several
persons whose names are hereunto SUD
scribed, who severally declared that awaiting
themselves of the privileges Of the statutes
and laws of the State OF LOUISIANA, relative
to the formation Of corporations ana P aIlcuii
larry Act No. 267 Of the session of the General
Assembly OF the State Of Louisiana, OF ISI+,
they have coyenanted and agreed and DO
by these presents covenant and agree ana
bind and abligate themselves, as well as all
such persons as may hereafter become asso-
ciated with them, TO form and constitute
body corporate and polite IN law, tor the
objects aud purposes, and under the Stpula-
tions and provisions following, town.:
Article THE name and title OF this cor
poration shall be the Deer Island Improve
ment Company, Incorporated, and under that
name shall have and ENJOY all the rights, pTlVi-
leges and advantages granted by law TO cor
porati0ns and shall have the power and au-
thorty 10 enjoy succession and corporate
existence for and during the period OF ninety
nine (y9B years from the date hereof, unless
SAID corporation shall have power and
thorty 10 contract, TO sue and be sued, 10
make and use a corporate seal, and the same
10 break. alter or amend at pleasure, to hold,
receive, purchase, convey. deliver, mortgage,
hypothecate and pledge any property, real
or personal, and to issue notes and other
Obligations negotiable instruments or other
evidences Of debt; to have and employ such
managers, agents and other employees as the
interest and convenience Of said corporation
may require OF demand, and to make and es-
tabiish such bylaws, rules and regulations
for the corporate management and control OF
its affairs as may he deemed necessary and
cNpedient
Article 1.-THE objects and purposes for
which this corporation is created are hereby
declared TO be, to purchase, hold and dispose
OF all or any portion of that property known
as Deer Island. in Harrison County, State OF
Mississippi, and for this purpose to buy. SELL
mortgage exchange otherwise acquire,
ALLEVIATE or deal in real estate generally,
whether improved or uniruproved, in the States
OF Louisiana and MississippiS or elsewhere,
either for itself or for the account of others,
and either as principal or as agent, on COM
mission or otherwise; and also TO improve
property real or personal; TO grant and take
mortgages and assignments OF mortgages upon
the same and generally to do any and all
things and acts whatsoever necessary or m
cidental to, OF connected with the transaction
Of the business of said corporation.
Article III.-The Capital Stock Of this
fifteen thousand (sl5,UO dollars, divided
into, and represented by one hundred and
nifty QSO) shares, Of the par va ue OF one
hundred $1,000 dollars each, and when IS
sued, shall be paid for in cash or property, or
in the equivalent thereof. All shares OF stock
shall be issued full paid and non-assess-
able, and no transfer Of stock shall be bind
ing said corporation, unless recorded on
its books.
No stockholder of said corporation shall sell
his stock to any person, until he has hrst
offered it to the then stockholders OF the
corporation at its then book value, and any
transfer Of stock made in violation of this
provision. shall not be recognized by the
corporation.
This corporation shall be going concern.
as soon as ten thousand Cl0,OOOO) dollars
of its cauital stock has been subscribed as
hereinabove provided.
Article IV-The domicile of this corporation
shall be in the City of New Orleans, Parish
of Orleans. State OF Louisiana, and all cita-
ton or other legal process shall be served
upon the president, and in his absences. as
the law directs.
Article YAH of the powers of this
| poraton shall be vested in, and the manage
ment and control of its affairs shall be exer-
cised by, a Board of Directors, to be COM
| posed of not less than hve or more than nine
stockholders, three of whom shall constitute
a quorum for the transaction of the business
of the corporation, each of whom shall own
| in his own right, during the term of his office,
at least one full paid share of the capital
| stock OF this corporation.
| The first board of directors OF this corpor-
alton shall be composed of Meyer Eiseman,
2l6 Baronne street: Alvin E. Johnson, 500
| Laurel street; s. w. Souers, l5S Peters ave
nue.; F. Dean, 6l6 Maison Blanche building.
and Eldon s. Lazarus, 9O4 Maison Blanche
| building all of New Orleans, La.
| The officers Of the first Board of Directors
| shall be Meyer Eiseman, president; Alvin T..
Johnson, vice-president, and s. W. Souers,
| secretary and treasurer
| The said first Board of Directors and the
said officers above named, shall serve and
remain in Office until the first Monday IN
thereafter, the Board of Directors shall be
elected by the stockholders at a meeting
| called for that purpose. All directors and Of
| hcers shall hold Office until their successors
| are elected and qualified. and any failure to
elect directors shall not be regarded as for
| fixture of this charter.
| In the election of directors, each stock
| holder shall be entitled TO one vote for each
| share of stock owned by him and standing in
his name on the books of the company, and
| may be cast either in person or by duly au-
| thorized proxy, and majority OF the votes
| cast shall elect. Any vacancy occurring in the
| Board of Directors. shall be filled by the re-
| naming directors for the unexpired term.
| Article VI-All meetings of the stockhold.
| ers shall be called by written notice, mailed
| to the last known address of each stakeholder,
| not less than fifteen days before the date
| fixed for such meeting, unless said notice
| has been waived in writing by the stock
| holders.
| Article NII.-This act of Incorporation may
| be amended. modified, changed or altered, or
this corporation may be dissolved, with the
| assent OF the stockholders holding and owning
| two-thirds of the capital stock thereof, who
| may be present represented at a general
| meeting of the stockholders, convened for that
| purpose, and Of which due notice has been
| given.
| Whenever this corporation shall be dis
| solved, either by limitation from any
other cause, its affairs shall be liquidated by
| three commissioners to be selected for that
/ purpose from among the stockholders at a
/ meeting of the stockholders convened for such
| purpose; said commissioners shall remain in
office until the affairs of said corporation shall
| be fully and finally liquidated Any vacancy
/ occurring AMONG the lqudators, from
/ any cause whatsoever, shall be filled by
/ the remaining commissioners. Said liquida-
j tors shall exercise all of the rights conferred
/ upon them by law, and they especially
| empowered to settle the affairs of said corpor-
| alton, to collect the outstanding debts, sell
i and convey the property, pay its debts, and
| divide the remaining money and property
among the stockholders.
| Article NIII.-No stakeholder shall ever be
| liable or responsible for the contracts or
| this corporation in any further sum than the
| unpaid balance due by him on the shares of
| stock subscribed to, or owned by him; nor
| shall any mere informality in the organization
| of this corporation have the effect of render
/ t,,o arta p,,lt NJ ny