The herald., 1915-07-29

= a. ue provisions Of the general Laws
VI WIS state relative to the orgauization 90
corporations, they have covrnan,sS on o,
agreed and do by these presents co,o,a
S aL asiee' o,,hu' form ana constitute them.
ewes as wen as such persons as NAV bers
'fter JOIN or become associated with -.
INTO corporation and body polite in iar
IoI tne OBJECTS and purposes and under The
wit: ioIo"lng, to-
Article The name of this corpor,t;o,
SSnaH be American Molasso Meal COMPANY
incorporated, under which name il shall ey
ist for a period of ninety-nine Ioq1 80.
from the date of this act, and shall have and
Ienjoy al the power and authority conferred
by the Constitution and Laws az the So
OF LOUISIANA upon corporations formed for H.
purpose OF engaging in the business herein
aiiTer stated. as well as the power to purchase,
"a ;u iusasg ana pledge property, movable
ana linmovable, Tor the purpose and require.
mentS of their business
Article 1.-THE domcile of this CORPORA
ton shall be in the city OF New Orleans
Parish of Orleans, State of rouis:ana 'e@ All
lcitations and other legal papers shall he
served on the President of the Companv and
IN his absence on the Vice President or Sec.
Article IlI.-The purposes for which this
corporation is formed are to conduct the busl.
ness OF dealing in, buying and selling at
wholesale and retail of food and feedstuHs
and all materials necessary for manufacture
ing iced and to mix and manufacture feeding
materials for cattle and stock, and shall have
authority to do business throughout the
United States and foreign countries. and 10
buy and sell real estate, machinery, patents
patented processes and patent rights and ali
other necessities having such purposes in
view, and TO enter into all contracts and
agreements necessary expedient for the
carrying out OF the business OF this corpora.
ton.
Article IV.-The capital stock of this cor.
Poration IS fixed at the sum OF fifty thousand
dollars (SSO,OOOOO), divided equally in prc.
ferred and common stock. Two hundred and
nifty, ESQ shares of the par value of one
hundred dollars $4,000 each shall be non.
assessable, cumulative, eight per cent (SC,D
per aanuW C, preferred stock divided into two
class shall comprise one hundred and twenty.
hve lISl shares OF the par value OF one hun.
dred dollars $4,000 each Both classes
shall receive eight per cent CSC6) per annum
dividends. cumulative and preferred. payable
| at the office OF the Company the first Ostl
day OF August each year. Class "B" Of said
lowance of one dollar (SlOO) per ton on each
and every ton Of feed bought from the Com
pany by the original holder of Glass "B
stock their legal heirs or assigns. which
shall be paid unto such stakeholder until the
total allowance paid on each share of said
which time said Class "B' stock shall only
receive eight per cent 500 per annum divi-
Idends and shall not participate in any add
tional dividends which NAV be declared A
special record shall be kept by the Secretary
Treasurer OF such payments, which payments
shall also be endorsed on the certificate OF
Class "B" stock and credited at the time such
feed is paid for. Two hundred and nifty (2SOl
shares OF the par value of one hundred dol
lars Cl0OOO each shall constitute the com
mon stock OF this corporation, but the com
mon stock shall not participate in any dlvi-
dends until after the profits of this Company,
whether used for improvements extensions
of plant, or retained as surplus, shall exceed
TWENTY-FIVE thousand dollars (S25.OOO.OO),
whether earned in one or more years. The
certificate of stock shall be signed by the
President and by the Secretary Treasurer. or
L -. IL,
ident by the Vice President and Secretary
and Treasurer. Said stock shall be transfer.
| able only the books OF the Company, and
on the surrender or due proof of loss of the
original certificate. The capital stock NAV be
| increased to two hundred and fifty thousand
dollars (s25O,OOO.OO). All subscriptions shall
be paid for in cash. property or service, a.
require. and the laws of this State provide
The corporation shall begin to do business
when twenty-five thousand dollars (S2S,0OOO
of the capital stock has been subscribed for,
| fifty per cent (50CC) thereof has been paid Tor
and the remainder of the authorized stock
| shall be issued at such time, and upon such
terms and conditions as the Board OF Dlrec-
| tors shall determine. The stock issued by
| this Company may be voted cumul atIvely by
the holder thereof as provided by Act No. 2oI
of 1914
Article V-All the powers of this corpora
ton shall be vested in and expressed by a
board of FIVE directors, each OF whom shall
own at least one share OF the capital STOCK
The said directors shall be elected by. bal
lot at the annual meeting OF the sharehold-
ers, under the supervision of two commission
ers appointed by the Board OF Directors;
which meeting shall be held on the third
Ord 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 De
| entitled to cast one vote, IN person or .oy
| nroxy 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
| such meeting At all elections IT shall re-
ouire a majority of the votes cast to elect.
| At any meeting of the Board of Directors any
| director absent from said meeting may De
| represented by another director, VINO may
cast the vote of said absent director accord.
ing to the written instructions OF saiu aDsen'
director The Board of Directors shall nave
the power by two,thirds vote OF all me direc,
tors to lease, sell. mortgage or pleage any
and all of the property, movable ana lmrhov
| able belonging to the corporation "iInou'
reference to the shareholders for power 70 90
| so and they may also purchase for cash, or
on credit property of any kind required ior
any of the purposes Of this corporation WIZ" VIII
| out authority from the shareholders. me
| Board of Directors shall have the power 10
issue or confer general power or special power
on the President to issue promissory notes
| and other negotiable paper. til
| Until the next general meeting 10 ne helu
under this charter viz, on the third Monday
| of January. 1916 the Board OF Directors OF
| this Company shall be composed OF Ihas. H.
OIRourke 1912 Pension street. New orleans
La: Anthony Wizard, Jr., Reeves, La; Jas.
NJ Myatt, 6n20 Camp street, New orleans
Ia: E. NJ Williams, Vinton, La, ana koy
| y Standefer, 9o5 Calder avenue, beaumont
Texas, with Chas. II. O'Rourke as PRESIDENT
and Anthony Wizard, Jr., as Vice President'
| and lanes NJ. Wyatt, Secretary reasu Ir.l.
| In case of any vacancy either in the above
| named Board of Directors, or IN any otner'
| the remaining members shall have the power
to oe 6Il the vacancies: and all directors and
| officers of the Company shall remain IN Oh
6cr until their successors are elected ana
qualified Failure to hold the annual rnget SCI.
INC shall not dissolve the corporation, put
the meeting shall be held as soon as possioie
after the regular date. .: -,o,,
| Article VI.-This act OF Incorporation my
he changed altered or modified, or the cap
;,,I stock NAV be increased or decreased,
,y;tb the assent of two-thirds of its stock, al
| meeting duly called for that purpose aftet
ten days' due advertisement in one oil Ine
daily newspapers of this city, ana after WIZ.
| Ser notice mailed to each stockholder at ms
last known address; provided: however, !na ma.
i the objects and purposes OF Incorporation
| shall not be changed, and the capitaI 500
| shall not be increased to more than tne nldN
| imum permitted in the original act OF in I
noration nor decreased 10 an amount less
h. IN. corporate Indebtedness. A change
| ~ objects and purposes may, however; DC
| yo,ed NV ali 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 It's ou's'anu
| i"kk r,;cie VII-No stakeholder shall ever be