The herald., 1917-01-25
CHAR TER

CHARTER
OF TIE MONONGAHFLA RIVER CON
SOLIDATED COAL & COKE COM
PANY, INC
United States Of America, State OF Louisi-
ana, Parish OF Orleans, City of New Or
Be il known, that on this fourth day OF the
month Of December in the year of our Lord,
one thousand nine hundred and sixteen. and
Of the Independence OF the United States OF
America, the hundred and forty-hrSt,
before ne, Frank Soule, a notary public.
duly commissioned and qualified in and for
the parish OF Orleans, State OF Louisiana,
therein residing, and in the presence OF the
witnesses hereinafter named and undersigned
Donaldson, George W. Stanton. Richard b.
Montgomery, Godfrey Marshall and Felix
!. Garcia, all residents OF the city of New
Orleans. State Of Louisiana and of legal age
who declared that awaiting themselves of the
provisions of the laws Of this state in such
cases made and provided relating 10 the
organization OF corporations, and more par
tlcularly Act 267 OF the General Assembly
Of Louisiana, approved July 9, 1914, they
have COvenanted and agreed and do. by these
presents, covenant and agree, bind, form
and constitute themselves, as well such
other persons may hereafter Join or be-
come associated with them, into a corpora
ton and body polite in law for the objects
and purposes and under the agreements and
Stipula;ions following, to-wit:
Article 1.-The name and style of this
Consolidated Coal & Coke Company, Inc, -
and under that name, it shall have and
enjoy all the rights, advantages and priv
ileges granted by law to corporations, and
shall continue and subsist for the period of
ninety-nine years from the date of this act.
It's domicile shall be in the city OF New
Orleans. State Of louisiana
Article 1.-THE purpose for which this
corporation is formed is: To conduct for
itself or agent, or representative of 9TH
ers, general coal and towing business; to
sell and deal in coal, coke and other fuels
10 own, charter and control boats of all kind A;
to carry, transport, deliver and distribute
by boat or other conveyance, but not a
common carrier, coal other products,
whether belonging TO itself or other per-
sons, and TO operate docks.
Without in any particular limiting any
OF the objects or purposes or powers of the
corporation, the business purposes of the
corporation shall be from time TO time to
do any one or more all of the acts and
things herein set forth and all such other
acts and things and business or businesses
in any manner connected Herewith or nee
essary, incidental, convenient, auxiliary or
germane thereto calculated directly or
indirectly to promote the interests of the
corporation or enhance the value of or rem
der profitable any of its property or rights
as such corporation may lawfully do.
Article III.-The amount of the capital
stock shall be twenty-five thousand dollars
(S25,OOOOO), divided into two hundred and
each, fifty per cent of which is hereby sub
scribed by the appearers. The whole of said
stock is common stock of equal dignity and
power The said capital may be increased
to two hundred thousand dollars ($2OOC0OOO,
divided into two thousand shares of one
hundred dollars $4,000 each. All stock
in this corporation shall be held upon a
condition precedent and under contract and
agreement in the nature Of vested rights
that al such stock is SO held and possessed
subject to the rules and provisions for the
transfer Of same hereinafter set out, to-wit:
No stakeholder shall sell or dispose of any
of the stock in this corporation without first
having offered the same for sale to the
other stockholders by letter addressed and
delivered TO the president of the board of
directors or to the said board, naming there
in the proposed lowest price of said stock
which price shall not exceed the actual value
thereof at the time of such offer, the
same may be determined by the books of
account or balance sheet of the corporation.
After thirty 900 days from the receipt of
such written offer and failure of the
stockholders, or any of them. 10 purchase
such stock, the owner thereof shall be at
liberty to sell such stock for not less than
the price so named by him, to other person
or persons. The preference, option right
of purchase herein created or vested in the
other shareholders, or any of them, may be
waived by said shareholders or by the board
of directors by written instrument duly
signed by said stockholders or directors, at
tested and filed with the secretary and by
him recorded in the Stock Record Minute
Book of the corporation, and any transfer
of stock recorded by the secretary on the
books of the corporation shall be presumed
to have been made in accordance with the
provisions of this article.
Article IV.-All the corporate powers shall
be vested in and exercised by a board OF
directors composed of FIVE stockholders, the
majority Of whom shall constitute a quorum
| for the transaction of all business.
| The board of directors shall be elected an
| nually by the stockholders at a meeting to
be held for that purpose on the third Tues
day OF January of each year. The directors
! thus elected shall continue in Office for one
year and thereafter until their successors
| are elected and qualified. Any vacancy oc-
| curing on such board shall be filled by
| the remaining directors for the unexpired
term
With the written consent of all directors
meetings Of the directors may be held with
| out the State of Louisiana or within said
state elsewhere than at the domicile of the
! corporation.
Any director may appoint by written in
| strument another director stakeholder t
! act as his proxy and in his stead at any
| and all meetings of the board OF directors
| At its first meeting after election the board
| of directors shall elect out of its own mum
Der president, vice-president, secretary and
| treasurer, all of whom shall be stockhold
ers. The same person may be secretary and
| treasurer. Said board shall have the righ
to appoint and dismiss such managers, clerks
| and other employees of the corporation a!
/ conditions may justify or the business o
| the corporation require.
The tenure of Office of all the employee,
of the corporation shall be during the pleas
ure Of the board of directors. Until tn,
1 election to be held on the 10th day of Jan
uary, 1917, the following named shall con
stitute the first board Of directors, to-wit
Harry C. Donaldson, 2l05 State St; Georg
w. Stanton, 1923 Washington Ave; Richart
B. Montgomery 2Oll Peters Ave; Geoffre,
Marshall, 1905 Jackson Ave, and Felix J
Garcia, 1888 Esplanade Ave, and all of tn
| city of New Orleans, La.
Article V.-Meetings of stockholders 70
the purpose of election or any other pur
pose may be held upon fifteen O0 days no
tice sent by mail or delivered, and a de
llivery of such notice in person or at I'll
U rL.n ~.