The herald., 1917-07-12

machinery, and other apparatus for refining
sugar. threshlng or polishing grams or other
wise preparing sugar and grains for market,
whether such products or by-producis be
produced by this corporation by other
| corporations or persons, and 10 TeHHc or man
| ufacture the by products Of sugar cane, sugar
or grain, and 10 operate the said plan; or
factories and market the products or by
products their best advantage
| (2D To produce, harvest, buy and sell
sugar cane, grain and other agriculture! pro
ducts to manufacture Fehne and genef"'iy
| Zeal IN such products 20 make mo!asses,
| syrup and all by-products OF sugar cane,
| syrup, molasscs and grams, aud in the pur-
| pose aforesaid, 20 acquire BY lease, purchase
or otherwise, and operate plantations,
| factories, dl~tIllerIeS and TennerIeS and other
| works and properties necessary therefor %
| engage in agricultural operations OF all kinds,
| and also the raising, buying and selling o:
| all forms OF live stock; 70 own and operate
hotels, stores and warehouses and 20 do .
| general merchandise business, 20 acquire and
| operate canning factories or factories tor the
| storing and packing Of any OF the products
lor byproducts manufactured or dealt IN by
| :hIS corporation.
| 80 To acquire by purchase or otherwise,
| hold. own. pledge, sell and dispose Of stocks,
bonds, mortgage securities or other evidences
| OF deb: OF any individual, hrm, association,
| or corporation, political otherwise and
| while the owner thereof. 20 exercise all
| rights, powers and privileges legally incident
| 10 ownership, including the Ught 20 vote
I
| Owned.
a. To engage in the transportation Of
| sugar, sugar cane, usplaSSes syrup, grains
| and other agricultural products and the by
! products thereof or Of any machinery or live
| stock produced by, dealt IN, utilized by or
| incidental TO the corporations business, and
| % import and export the IN or
| finished form, and for this purpose 10 acquire
! by sale or otherwise, TO oonS'ruc; and oper-
| ate water craft OF any character and also
| such railways, tram ways may be ncces-
! Sary 10 any business enterprise OF sad com
parry together with all necessary rolling stock
! and equipment necessary 20 the operation
| thereof
! Brokerage business.
(o To conduc, and carry on such other
! business as may he found necessary OF CON
! yemen; for properly calculating the atore
properties, rights and privileges OF SAID COY
| poratIon.
Article IV.-The capital stock OF this cor
p1ratIuu = hereby liked Al the sum OF ten
thousand t$lUm0m dollars. and shall be
divided into and represented by one hundred
,l0D shares OF the par value OF one hundred
5000 dollars each. SAID stock shall be
PAID Tor IN cash It's equivalent pro-
vldcd by law, and in such manner and az
such time. and IN such lnstallments as may
nc prescribed by the board Of directors. This
corporation shall become a going concern,
and sail be authorized 20 commence bUSi-
ness - soon a. i've thousand tS5.O1SOO) dol
lars c; rs capital stock shall have been
pald :O- either IN cash its equivalent;
provided by law, and all Of said ten thou
sand 100000 dollars capital stock has in
TACT been subscribed for
Article V.-The capital stock OF this cor
q'rIt.u1 may be increased % the sum OF
StSenty-hve thousand (S5UOIOOl dollars by
a two-thirds vote Of all the stock al a spe-
Gal meeting called for that purpose, or a:
! regular annual meeting OF the corporation.
| Article Nl-AU certificates 81 stock -
sued by this company shall be signed by the
president and counterSgned by the vice
| president, or II authorized by resolution, by
| the board 81 directors, shall be signed by the
| president and CountersIgned by the secretary
treasurer The stock OF thIS corporation can
| be transferred only on the books OF The cor
| pDratiDn and subject TO such regulation and
! ;ormaities as may he by the board Of drec-
| tors from time u time prescribed. No stock
holder shall be permitted 70 sell or other
wise dispose OF his stock without hrs: offer
ing the same III writing to the other stock
| holders through the board OF directors at
| a price not exceeding the book value thereof,
| and said stockholders shall have an option
| and hrs; right 70 purchase all the shares of
| stock be thus disposed of by sale, death
resignation or otherwise Of any OF the stock
| holders. and shall have a period Of ten days
| II which to accept or decline SAID offer.
| Should the board OF directors or stockholders
| decline 10 purchase said stock, then the
| stakeholder or Stockholders who made the
offer to sell otherwise dispose OF the
stock may do in any manner and az any
p-ice he or they may see fit but each share
| Of stock IS issued herein upon the condition
and understanding that stakeholder shall
| make a sale transfer of his stock in vIo-
! lation thereof. and such sale or transfer, II
made, shall be void and this company shall
be under no obligation 10 list said stock on
| is books to regard the holder Of the GER
tIhCate thereof
Article NII.-The corporate powers OF this
corporation shall be vested in and exercised
by a board Of directors composed OF three
| stockholders, two OF whom shall constitute
a quorum for the transaction of business.
The directors OF this corporation may vote
IN person or by proxy at any Of the meet
lngs OF the board Of directors, and the board
Of directors may delegate any OF its powers
20 any officer officers any other repre-
sentative OF the company by appropriate res
olut!on to that effect. The frs; board OF di-
reCtorS Of this corporation shall be composed
of Sam Israel, president Leon Israel, vice
presden., and Karl NJ Gutmann, secretary
treasurer, who shall serve until the second
Wednesday in January, 1919, or until their
successors are elected and qualified. The
directors shall be elected annually by the
stockholders at meeting held on the second
Wednesday OF January IN each year after
date hereof Notice OF said meeting shall be
given ten days prior 10 the date Of the
meeting in writing sent TO each of the stock
holders at his last known place of address.
Each stakeholder shall at such annual meet
ing or other meeting general or special be
for every share Of stock owned. The cleo
tions shall be held under such rules and reg
ulatious as may be from time to time deter
mined by the board of directors.
The directors when elected shall hold Of
nee for one year or until their successors
shall have been elected and qualified and
failure 20 hold the annual meeting of said
stockholders to elect annually the direc-
tors, shall not operate the forfeiture of this
charter any rights Hereunder.
The first officers Of this corporation who
shall hold office until the second Wednesday
in January, 1919. or until their successors are
elected and qualified, shall be Sam Israel.
president, Leon Israel vice president and
Karl NJ. Gutmann, secretary treasurer. Any
vacancy occurring in the board Of directors
may be filled by the directors for the unex-
PRED term.
Article VIII-This charter or act of in
corporation may be changed. modified, al
tered or amended by and with the consent
Of two-thirds of all of the stock at any
pose. and such amendments may be material
or immaterial subject only TO limitation as
may be by law provided, and this corpora
ton shall have the right and power TO in
crease or decrease the capital stock as here
iubefore set out, and any increase of the
capital stock in excess of the amount named
herein as the amount 10 which the capital
stock may be increased, may be made by
| three fourths vote OF all the outstanding
stock.
Article IX-Notce of any and all meet
ings referred to in this charter or required
by law shall be given in the manner pro-
vided in giving notices in case OF election,
unless the same shall have been waived
r l..