The herald. [volume] (New Orleans, La.) 1905-1953, 1915-04-29

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10 dissolve this corporation or to have =
receiver therefor shall not be vested in H.
holders OF the preferred stock, on accoun, of
| the failure or inability of this cornorst;o. =.
pay sueh dividend IN each and every wear
and the holders of such preferred s,ocL :;
| dlvidually or collectively shall he absoI',,ai,,
barred and prohibited from any such nroceej,
| ing and shall have cause or right az a.
'on 10 institute or prosecute any suit or
aotioh "hateVer against this corporation on
account OF such failure or inability IL
| the ADVENT OF the dissolution of this Garner.
ton tor any reason whatever the preferred
| STOCK snail be redeemed at par with accrued
DIVIDENDS OF seven per cent. q per cent? neT
anIuih before the common stock shall be en-.
| Titled to participate in the distribution Of the
| assets OF the corporation. The common stool
| shall then be redeemed at par. and anv re-,
naming assets Of the corporation shall then
| De distributed prorata to all of the outstand.
| ing stock. ''iu
Article Vl-The capital stock of this cor.
poration shall be paid for in cash AZ s,,rb
times and in such amounts and aftrr sT,cb
notices TO the subscribers as NAV be fixed
| by the board of directors, except that in
payment for the subscription 10 two tho.
sand, five hundred $500 shares of the pre
| ierred stock OF this corporation and five
| thousand, one hundred (5lOO shares If ,be
common stock OF this corporation. this cor
porauon may receive and take title 70 the
following described property:
certain portion of land together with all
'he i've stock or improvements theron con-
tanned situated IN the Fourth Ward of the
Parlsh OF West Feliciana, State of LouisiaDa
| lying west of Laurel Hill Station on the
fazoo x Mississippi Valley Railroad, con.
tanning TOUR thousand, one hundred and thirty.
tour t4l54) acres, and being partly in Town.
| ship ] South Range 2 West, and partly in
township South, Range West of Helena
meridian, which portion of land is com.
posed OF the following named tracts: The
Halle tract Draughan tract Locust Hill
| tract, Fox Field tract, Estis tract, Wicker
tract and part of the Rose Mound tract,
| and is bounded as follows: North bv lands
of Morris Rothschild and Mrs. II. r peri.
ms, known as the Farview plantation East
| by Woodville and Bayou Sara Public road.
part of the Rose Mound plantation, Mrs,
L. L. Argue and Evans, South by Hamil.
ton estate, David Taylor and estate of J. 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. b. Smith, Civil Engi-
| neer, under date of April 10, 1918 and pa.
raphed "NeVarietur" 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 value of one hundred and seventy six
thousand CSl76,O0OO0) dollars and for which
TO the twenty-five thousand dollars (S2S,-
OOOOO) OF preferred stock and ffty-one thou
sand dollars CS5l, 10000 of common stock here
above mentioned the sum of fifty thousand
dollars (s5O,OOOOOJ in cash and fifty thousand
dollars (SS0,OO00O) 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 yards of
brick clay valued at Sc per cubic yard; 30,
100000 feet of mixed hardwoods valued at 500
per thousand; 200 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; As cabins and outhouses valued at $1,000
each and IL 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 (Sl76OO0.0O 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 81 nor more
than seven % directors, to be elected from
among its stockholders; and a majority of
the directors at any time in office either
present in person or represented by proxy
shall constitute a quorum. The first board
of directors of this corporation shall be COM
posed of William F. Williams, whose postof.
fee address is $40 Hibernia Bank Building
New Orleans, La; John Edwin Hart, whose
postoffice address is 3SS s. Clark Street, New
Orleans, La, and DIR. Armand Mary, whose
postoffiice address is is Baronne Street, New
Orleans, La, with William +. Williams as
President, DIR. Armand Mary as Vice-Presi.
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
cessors elected and qualified; and said
board of directors shall have the power to
increase the membership of said board at
any time to a number not exceeding seven
IN and AL have he RIGHT IN elect from he
stockholders of this corporation said addi-
tional directors.
ARTICLE-VIII-On the second Monday in
second Monday in April in each year, a
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 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. A 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 it 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 respon-
sible for the contracts or faults of this cor
Dor ration 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 stakeholder to
any liability other than as above provided:
Thus done and passed in my office at the
month and year herein first above written,
in the presence of Irving X. Saal, and Cheri
A. Miranne, Jr., competent witnesses, who
hereunto sign their names with said appear
ers and me, notary, after due reading OF the
whole Original signed w. F. Williams,
3lo Hibernia, (S25,OO twenty-five hundred
preferred. (S53 OOO fifty three hundred common;
DIR. Armand Mary, l5S Baronne, $1,000 one
hundred shares, common; J. Z. Hart, 33S ;.
Clark $1,000 one hundred common; w. ID.
Williams, (by w. F. Williams,) Donaldson
yilSe. La, $1,000 one hundred common. Wit
nesses: /. K. Saal and c. A. Miranne, Jr.
George NJ Barnett, Notary Public.
/, the undersigned Deputy Recorder OF
State of Louisiana, do hereby certify that
the above and foregoing act of incorporation
of Good Roads Gravel Company, incorporated,
mas This dav duly recorded in my office in