The herald. [volume] (New Orleans, La.) 1905-1953, 1915-10-14

| establish, alter and amend its by laws, rules
! and regulations for its proper government as
may he deemed necessary and proper, and
! generally To do any and all things incident
/ To or necessary and proper for the extension
| OF the business IN which the corporation l.
! engaged.
| Article lI.-lhlS corporation shall be dpmi.
! ciicd al the city Of New Orleans in the State
! OF Louisiana, and all citation or other legal
| process shall be served upon the president uf
| the corporation and IN the event Of his aJ-
! scnce, provided by law.
Article III.-Thc objects and purposes Tor
which this corporation IS organized and ere
/ ated and the nature OF the business to be
! carried on by II are declared to be as fol-
( lows:
TO export or import, buy, sell or otherwise
deal IN or handle grains, feed stuffs and other
| products or articles of all kind. To manufac-
ture feed stuftS and by-products Of all kinds;
| 10 act as agent Tor shipper or buyer or other
wise IN import or export business. and gen
| orally 10 carry on anything relating to i'm
| porting or exporting business or buying and
/ selling, manufacturing or otherwise dealing
| IN or handling grain, feed stutis and other
products or articles.
10 hold, lease, own or operate rauuilctur-
| ing or similar plants IN connection there
with; To hold, own, lease or operate ware
| houses for SAID purposes; TO issue bonds and
secure the same 10y mortgage or otherwise for
! the carrying on of its business or incidental
To ltS general purposes; TO mortgage, pledge.
exchange or otherwise secure or d sposc OF
/ NlbIN, bpuQ~ OF OtutT evidence OF indebted
ness OF other corporations or associations, do
mcStc or foreign, engaged in similar business
| to TINS corporation that will extend the pro-
gress OF the business hereby sought to be
conducted; to issue ITS own stock, bonds and
| other obligations IT payment thereof. To
! purchase plants. warehouses and other PROD
erty necessary and incidental to the business
and 10 maintain and operate the same. To
conduct ana carry on business IN all states
| throughout the United States and in the
| territories thereof, and in foreign countries,
and generally 90 do and perform anything in
cIdentai 10 or necessary and proper to or
which may carry out the purpose OF or extend
! the interests OF this corporation in the de
vclopment and growth of its business
Article lN.-Ihe capital stock Of this cor
porauou i hereby fixed at the sum OF
100000 and shall be divided into and rep
resented by one thousand shares OF the par
value OF $1,000 each. said stock shall be paid
! Tor IN cash or its equivalent as provided by
! law, and IN such manner and at such time
and IN such InstaiimentS as may be pre-
scrIbed by the board of directors
lhls corporation shall become a going con-
Germ and shall be authorized to commence bus
mess as soon as S5O,O1O.OO Of its capital stock
| shall have been paid for either in cash or its
equivalent as provided by law and all Of
sand S!D,U0pO OF capital stock has in fact
/ been subscribed for at the time of the passing
OF this act OF Incorporation, and Is to be
paid for IN cash or its equivalent as in &C
cordanCe with the laws of the State OF Lou
lslana, a description and value of the prop
erty given in exchange for the stock being
hereto attached as IN accordance with the
provisions 81 Act 2b7 Of the Session OF the
General Assembly Of Louisiana for the year
1914
Article V.-The capital stock of this cor.
poration may be increased To the sum OF
S25OOO00O by vote OF twothirdS of all OF
the stock at special meeting called for that
purpose or at a regular annual meeting OF
the corporation.
Article NL-All certificates OF stock issued
by this company shall be signed by the pres
Ident and counters gned by the secretary or
treasurer or by a director OF the company
The stock OF this corporation can be trans
terred only on the books OF the corporation
and subject to such regulations and formali
ties may be by the board Of directors from
time to time prescribed No stakeholder shall
be permitted to sell otherwise dispose of
his stock without first offering the same in
writing to the other stockholders, through the
board OF directors, at price not exceeding
the book value thereof, and said stockholders
shall have option and first right to pur-
chase all the shares of stock to be thus dis
posed OF by sale, death, resignation other
wise of any of the stockholders. and shall
have a period of ten days in which to accept
or to decline said offer. Should the board of
directors or the stockholders decline to pur-
chase said stock, then the stakeholder Cor
stockholders who made the offer to sell or
otherwise dispose of the stock. may do so in
any manner and at any price he may see fit;
but each share OF stock is issued herein upon
the condition and understanding that no
stakeholder shall make sale OF transfer his
stock in violation thereof, and such sale or
transfer if made, shall be void. and this com
pany shall be under no obligation to list said
stock on its books to regard the holder
of the certificate thereof.
Article NII-The corporate powers of this
corporation shall be vested in aud exercised
by board of directors composed of three
stockholders, two Of whom shall constitute
quorum for the transaction of business but
hnlrd directors he GaI .,
hve by a majority vote of the outstanding
stock at any annual meeting at any spe-
cial meeting of the stockholders called for
said purpose, and without the necessity OF
any further amendment or alteration cf this
charter. The directors of this corporation
may vote in person or by proxy at any of the
meetings of the board of directors, and the
| board of directors may delegate any OF its
powers TO any officer or officers or other rep
resentative of the company by appropriate
resolution to that effect. The first board of
directors of this corporation shall be COM
posed of Karl Neumond, Ludwig Eisemann
and Ralph ]. Schwarz, who shall serve until
the second Wednesday in January, 1917, or
until their successors elected and quail
fed. The directors shall be elected annually
by the stockholders at a meeting held on the
second Wednesday in January in each year
after date hereof. Notice of said meeting
shall be given fifteen days prior to the date
OF the meeting in writing sent to each of the
stockholders at his last known place of resi-
/
| the date of said annual meeting to any other
date i'll January by written notice to that
effect sent at least fifteen DAYS before the
date TO which said annual meeting has been
changed, directed to each stakeholder at his
last known place of residence. Each stock
holder shall at such annual meeting or other
| meeting, general or special, be entitled in
person or by proxy to one vote for every
share of stock owned. The elections shall be
held under such rules and regulations as may
be from time to time determined by the board
of directors.
The directors when elected shall hold Office
| for one year or until their successors shall
have been elected and qualihd and failure to
| hold the annual meeting Of stockholders or to
| elect annually the directors shall not operate
| the forfeiture of this charter or any rights
| hereunder.
The first officers of this corporation who
| shall hold office until the second Wednesday
| in January, 1917, until their successors
| are elected and qualified, shall be Ludwig
| Eisemann as president and Fritz Marx as
| treasurer, and Ralph J. Schwarz secretary.
| Any vacancy occurring in the board of di-
rectors may be filled by the directors for the
unexpired term.
| The first board of directors shall hold Office
| until the second Wednesday in January, 1917
! or until their successors elected and quail
] flied
| Article NIII-This charter act of incor
| poration may be changed, modified altered
| or amended by and with the consent of two
| thirds of all the stock at any meeting, gen
| eral or special, held for that purpose, and
| such amendments may be material or imma
| terial subject only to limitation as may by
] law be provided, and this corporation shall