The herald. [volume] (New Orleans, La.) 1905-1953, 1915-07-22
CHARTER
OF "ROSELAND GRAVEL COMPANY.
INC"

| INC"
City of New Orleans
| lie IT known, that this sixth day o
| the month OF July, in the year one thousand
nine hundred and fifteen. before me, Fell,
stoned and sworn in and for the parish o
| Orleans and city Of New Orleans therein
| residing, personally appeared the person.
| whose names are hereunto subscribed wht
declared that awaiting themselves of the pro
VISIONS OF the laws OF this state in sucl
| cases made and provided relating to the or
| ganization OF corporations, and more partic
| uIarly Act 267 OF the General Assembly OF
louisiana, approved July 9. 1914, they have
| coVenanted and agreed and do, by these pres.
entS, covenant and agree, bind, form and con.
| Sttute themselves, well as such persons
| as may hereafter join or become associated
| with them, INTO a corporation and body pol
| itic IN law for the objects and purposes and
under the agreements and stipulations fol.
| lowing, to-wIt:
Article The name and style of this cor.
poratIOn shall be; "Roseland Gravel Company.
Inc and under that name it shall have and
ENJOY all the rights, advantages and prvi-
| ieges granted by law TO corporations, and
snail continue and Subsist for the period of
nnety.nlne years from the date Of this act
is domicile shall be in the city of New
Orleans.
Article II.-This corporation is organized
4'A 'iAS uIpOot OF producing, buying, selling,
dealing and operating in building and paving
material IN Louisiana and elsewhere and to
lease, own and operate beds, deposits and
lands containing the same, and to enter into
engagements obligations or undertakings, and
10 make and do any and all things necessary
or proper IN connection with the PRINCIPAL
object aforesaid: and to engage in any other
business or enterprise which might be ger
name TO- or connected with, the purposes above
stated.
\ r
snail be SIX thousand 100000 dollars, d.
Vided INTO sixty tOOD shares OF one hundred
lSlOOOO) dollars each, which have been en-
ureIy subscribed and paid for in cash by the
appeaTers Inc whole OF said stock IS COM
mon stock OF equal dignity and power. Said
capital may be increased to one hundred
thousand t$l0O,OOOO) dollars
All stock in this corporation shall be held
upon condition precedent and under CON
udGt ana agreement IN the nature OF vested
rights that all such stock is so held and Dos.
seSsed subject to the rules and provisions for
the transfer OF same hereinafter set out, TO-
wit: ' "
First: No sale or other transfer of shares
OF STOCK IN this corporation shall be valid IN
hl and unless the opportunity has been 6rst
afforded the shareholders of record At the H.
OF such transfer, sale or other alienation 10
purchase such stock at book value plus twenty
hVe per cent, the value TO be ascertained IN
tne manner herein prescribed The right to
other stockholders OF record shall follow the
stock INTO any hands to which il NAV mass
ana may be exercised against the holders
tHSreot ~itnln ninety days from the time anv
SAFE or transfer thereof has been offered 70
DC entered on the books of the Corporation.
1t shall be the duty of any holder Of stocL
III inns corporation who intends or desire TO
sen, transfer, ALLEVIATE or otherwise dispose
Oh the same, to give ten days written notice
OF such intention desire TO the board ~
constituted agents OF the other stockholders
ior the purpose OF such notice, and said board
OF directors shall give immediate informa.
non thereoi' IN writing to all the other stock
hOIuerS OF record. Before the expiration of the |
ten days from the receipt of said notice bv |
lhe BOARD OF directors, any shareholder of |
record may offer to purchase and NAV acouire
me Tlght to purchase said stock by notifying
me board OF directors in writing and there |
after snail deposit the price of said stock in |
cash with the corporation on or before the
EXPIRATION OF eighty days from the last men
ioned date. --N"
Upon the receipt of the first mentioned no.
, iee' the BOARD OF directors shall advise the
sentative, TO JOIN the said board in fxirg
ne value OF said stock, which value shall he
established on the basis OF the last annual
= seilil dhnudl statement or report OF the
corporation and the last monthly trial hal.
nee preceding the date of such notice ard
= inc value thus found and established there
ldH Oe added twenty-five per cent and the
u u, mus found and established shall con-
titute the value and price of said stock.
1t within the twenty-four hours after each |
otice, the owner, his agent or representat;,,a
oes not JOIN with tire board in establisbing
ne price or value OF the stock the bo,rd
lay proceed without further delay to fix the
sIu value using the report and trial balance
toTeSaia Tor that purpose, which writings
re declared to be conclusive evidenc. e.
M against all parties in interest in the |
remises, whether the value is established
y the joint act of the owner, his agent
10y Ne Jis OF representatives or by the ;
oafd OF directors acting in default of the
cooperation OF said person or persons.
Upon receipt Of the offer or acceptance of :
ny shareholder to purchase said stock and ,
pom obtaining guarantee satisfactory TO said /
para ioT the price thereof, the board of d. $
lie owner of the stock, his agent or 600 .
NATIVE and before the expiration of the a
,rlod OF eighty days aforesaid, shall call in b
e certlhcate or certificates representing such
oeh ana pay the price or value thereof and b
use the same to be transferred on the books a
the purchaser TWINS =
second: The preference, option and right Of I
lrchase heretofore vested by paragraph FIRST u
the other shareholders shall exist in full v
rec and effect in their favor TO acquire ,be h
ares of stock of deceased stocLboIda~ 4
~ the iormaiities and course of procedure b
e terms, conditions, stipulations and DELAYS o
leihaooye established in said paragranh | p
all apply in all respects to the procedpre n
be followed in case OF death. Immediateiv c.
on receipt of information of the death az b
y Shareholder, it shall be the duty of the
ard OF directors to cause the necessary stems pt
be taken to carry out and enforce these pro. p;
sions '~ PiO-
third. The preference, option and right of ii
rchase, hereinabove established shalt nm Il
favor OF each shareholder of record for ST
,yiriIe. share in proportion to his existing ii
!dIngs IN the stock, but should any sbaree CT
lder tan TO exercise his right in this re. st
I'd, his right shall pass to and be absorbed ca
the other shareholders, provided that the 81
ner, his widow, heirs or legal representa-. be
es, as the case may be, shall not he or
iged to deliver said stock unless the dc
erS to purchase the same shall include and
'er the entirety of the offerings under co
agraph first or all of the holdings under d
agraph second III
ourth: All certificates of stock shall bear Ell
m their face brief reference to the rights IN
Elm established in favor of the stockhoId. IN
-rticle IV.-All the corporate powers shall ne
vested in and exercised by a board Of pr
ectors composed o. three stockholders the 81
lority of whom shall coost;t,,.. -..-~