The herald., 1915-05-06

- - - PiUiits OF each year. The right
to dissolve this corporation or N - y
receiver therefor shall not he ves,sd :. -
holuers OF the preferred stock on acco,,,t 90
the failure or inability of this cornorstIas =.
pay sueh dividend In each and every wear
anu inc holders OF such preferred stock in
uNiuudhy or collectively shall be absolutely
barred and prohibited from any such nrocsoi
ing ana snail have no cause or right az &C.
'ioh 10 institute or prosecute any suit or
dS'ioh Whatever against this corporation on
account OF such failure or inability. In
.He ADVENT OF the dissolution of this CORPORA
~. any reason whatever, the preferred
stock shall be redeemed at par with acc-,,ed
uiNluends OF seven per cent. q per centl ne
ahnum before the common stock shall he e.
'lleu 10 participate in the distribution of the
assets OF the corporation. The common stock
shali then be redeemed at par and any re-
naming assets of the corporation shall no.,
De distributed prorata to all of the outstard
ing stock. ANU
Article VI.-The capital stock of this cor.
poratIon shall be paid for in cash al surb
tiihcS and IN such amounts and after such
notices to the subscribers as NAV ne fived
by the board of directors. excent ,b,t :;
payment for the subscription to two tbou.
sand, five hundred (25CO shares of the nre
ierred stock Of this corporation and five
thousand, one hundred (5lOO shares of the
common stock OF this corporation, this cor
poration may receive and take title n the
following described property:
a certain portion Of land, together with all
the live stock or improvements theron con-
tanned, situated in the Fourth Ward of the
Parish OF West Feiciana State of Louisiara
lying west OF Laurel Hill Station on the
lazoo & Mississippi Valley Railroad cor.
tanning four thousand. one hundred and thirty
tour t4lS4) acres, and being partly in Town.
ship l South Range ? West, and partlv !,
Township ! South, Range 3 West Of Helena
Meridian which portion of land is com
posed OF the following named tracts: The
Halle tract, Draughan tract, Locust Hin
tract, Fox Field tract. Estis tract. Wicker
tract and part of the Rose Mound tract
and is bounded follows: North by lands
of Morris Rothschld and Mrs. II. b. Perk.
ms known as the Fairview plantation. East
by Noodville and Bayou Sara Public road.
part Of the Rose Mound plantation, Mrs.
L. f. Argue and Evans, South by Hamil.
ton estate. David Taylor and estate of I F
Roberts, Sr., and West by Big Bayou Sara
creek and Cheerful valley land OF Morris
Rothschild: Said portion of land being
shown and included within the red ink lines
on the attached blueprint of a map of said
property made by w. Il. Smith, Civil Engi-
neer, under date of April l6 1913 and pa
raphed "NeNarietur' by me, notary for iden-
titication. which porperty has been appraised
by the parties hereinafter named as the first
board of directors of this corporation as hav-
ing a value of one hundred and seventy-six
thousand (SH6,O000 dollars and for which
property this corporation is to pay in addition
to the twenty-five thousand dollars (S2S,-
OO.D) of preferred stock and fifty-one thou
sand dollars CS5l,OOO.OO) of common stock here
above mentioned, the sum of fifty thousand
dollars tSSOOb.OO in cash and fifty thousand
dollars (S50,OO000) par value of the bonds of
this corporation secured by first mortgage
upon its property.
The above described property contains
100000 cubic yards of gravel valued at
SC per cubic yard; 100000 cubic wards OF
at g ct,hi
100000 feet of mixed hardwoods valued at $500
per thousand; 1900 acres of land in cultiva-
ton valued at 5000 per acre; $500 acres of
land uncultivated, valued at 5000 per acre;
100 head of Devon cattle valued at 5000 per
head; IS cabins and outhouses valued at $1,000
each and II horses valued at $1,000 each; all
of which is TO be transferred to this company
for the consideration of one hundred and
seventy-six thousand dollars ($l76OoOO as
above set forth.
, ARTICLE VII-The business of this cor
poration shall be managed, and all the cor
porate powers thereof, except as hereinafter
stated, shall be vested in and exercised by a
board of not less than three 60 nor more
than seven CD directors, to be elected from
among its stockholders; and 4 majority of
the directors at any time in office either
present in person or represented by proxy
shall constitute quorum. The first board
OF directors of this corporation shall be COM
posed of William F. Williams, whose postof-
fee address is 3l9 Hibernia Bank Building
New Orleans, La; John Edwin Hart, whose
postoffice address is 1888 s. Clark Street New
Orleans, La, and DR.. Armand Mary, whose
Postofhice address is is Baronne Street, New
Orleans, La, with William F. Williams as
President, DIR. Armand Mary as NicePresi-
dent, and John Edwin Hart as Secretary
Treasurer. Said board of directors shall serve
until the first annual meeting of stockholders
for the election of directors until their sue
cessors elected and qualified; and said
board of directors shall have the power to
increase the membership of said board at
s,,,,a ,lar ,AN A,vNr
% and shall have the right to elect from the
stockholders of this corporation said addi-
tional directors.
ARTICLE-VIII-On the second Monday in
April, 1916, and annually thereafter on the
second Monday in April in each year,
meeting of the stockholders of this corpora
ton shall be held at its domicile for the pur-
pose of electing directors for the ensuing year,
and at such meetings the stockholders shall
have the right of cumulative voting IN the
election of directors and shall have the right
of electing the number of directors then in
office, and if there be not as many as seven
directors then in Office, shall have the right
of electing additional directors SO long as
the full number of directors elected does not
exceed seven. failure from any cause
whatsoever to hold the annual meeting of
stockholders, or the failure TO elect directors
thereat shall not dissolve this corporation,
but the directors and officers then in office
shall remain in Office until their successors
shall have been respectively duly chosen,
elected, qualified and installed.
ARTICLE IX-The board of directors shall
have the power to name an executive commit
tee with such membership as 1t may deter
mine, which executive committee shall, IN
the interim between the meetings of the board
of directors exercise all the powers vested IN
and exercised by said board of directors,
ARTICLE X-This charter may be amended,
and the capital stock of this corporation may
be increased or decreased, or this corporation
may be dissolved in the method and manner
provided by law.
ARTICLE XI-No stakeholder of this cor
poration shall ever be held liable or respon-
sible for the contracts faults OF this cor
poration in any further sum than the unpaid
balance on the stock for which he has sub
scribed, nor shall any mere lntormality In
organization have the effect of rendering this
charter null or exposing a stakeholder to
any liability other than above provided;
Thus done and passed in my office at the
City of New Orleans, Louisiana, on the day.
month and year herein first above written,
in the presence of Irving r. Saal, and Chem
A. Miranne, Jr., competent witnesses, VINO
hereunto sign their names with said appear
ers and me- notary, after due reading OF the
whole Original signeD w. F. Williams,
3l9 Hibernia, (S25OO0 twenty-five hundred
preferred, (S55,0OO) hfty-three hundred common;
DIR. Armand Mary, l5S Baronne, Isl 600 one
hundred shares, common; J. L. Hart, 3SS ).
Clark, $1,000 one hundred common; W: ID.
Williams, (by w. F. Williams,) Donaldson
willie, La, $1,000 one hundred common WIT
nesses: 1. X. Saal and c. A. Miranne, Jr.
George NJ Barnett, Notary Public.
/, the undersigned Deputy Recorder OF
Mortgages in and for the Parish of Orleans,
State of Louisiana, do hereby certify tnat
the above and foregoing act of incorporation
of Good Roads Gravel Company, incorporated,
was this day duly recorded in my ofhice IN
hook II57 folio = New Orleans, La, April