The herald., 1918-04-18
CHARTERS

rectors shall elect from among their men,
bers President, and two (2) Vice Pres
1dentS; they shall also elect a Treasurer
and a Secretary. The last two named
officers may or may not be members of
the Board of Directors and the two offices
may be combined in one person as the
Board may determine.
All Of the said officers and directors as
above provided for shall hold their re-
spective offices for a period of one %
year from the date of their election or
until their successors are duly elected
except the first Board herein provided
for whose term will expire on the first
Tuesday of January 1919, or until their
successors have been duly elected, but the
failure to hold an annual election or TO
elect the officers as above provided for
shall not result in the dissolution of this
corporation but the then Board of Di-
rectOrs and officers shall hold their
spective offices until their successors are
duly elected.
ANY Tacancies occurring on said Board
of Directors shall be filled by the remain
ing members of said Board for the un-
expired term, ut a meeting called for that
purpose, after ten days prior notice in
writing sent by mail to said Directors
at their last known address, and if the
said Board fails to elect at said meeting,
second meeting may be called for the
purpose of electing said Directors as
above provided or the election may be
made by the stockholders at a special
meeting called for that purpose in the
manner herein provided for the election
a
of the Board be held and fail to elect
then the Board must have said election
by the stockholders as above provided
for the election of directors.
. The said Board of Directors shall have
the power to make all bylaws, rules and
regulations for the proper management
and conduct of the affairs of this cOrpor-
alton and to change, alter, amend, or
abolish the same at pleasure and shall
have and exercise all the powers con-
ferred by law on this corporation and as
set forth in this Charter.
The said Board of Directors shall have
the power to appoint any agents, manag
ers, or employees who shall respectively
have such power and perform such du-
ties at such place or places as may be
prescribed by the bylaws or by the
Board of Directors and who may be re-
moved mt the pleasure of the directors
and said Board shall have authority to
delegate any of the said powers vested in
IT, iii the transaction of the business of
this corporation to Committee of their
own body or to the officers and agents of
this corporation.
All employees of this corporation, ex-
cept those holding the offices of Presi-
dent and Vice-President shall be consid-
cred as employed by the month unless
otherwise contracted with in writing.
The first Board of Directors of this cor
pOration are hereby declared to be: Mr.
Walter Il. Chilean, of New Orleans, La,
Mr. Buckner Chipley, of New Orleans La,
Mr.. Jos. III. Kurth, Jr., of Pawnee, La,
Mr.. Simon W. Henderson of Keltys, Tex
as, with the said Mr.. Walter Il. Chilean
as President; the said Jos. ii. kurth, Jr.,
and the said Mr.. Buckner Chipley as Vice
Presidents, with Mr.. John \. Taylor of New
Orleans, La, as Secretary and Treasurer,
who shall hold their respective Offices
until their successors are duly elected as
I prov ided for.
Article VI.-This corporation may be
dissolved by vote of twO-thirds of the
outstanding capital stock thereof at a gen.
rral meeting convened for that purpose
in the manner provided for the calling
of the stockholders meetings to elect di-
rectorS and otherwise in conformity with
the laws of this State.
: Whenever this corporation is dissolved
either by limitation otherwise, its af-
fairs shall be liquidated by three liquida-
general meeting of the stockholders who
snail proceed with the liquidation only
upon certificate of the Secretary of
J State, all as provided for by the laws of
this State. And in case of death, resig
/, nation or inability to act of any of said
commissioners, the surviving commission
er or commissioners shall appoint a sue
: ceSsOr and together they shall continue
the liquidation to its termination.
Article ViI.-This charter may be
changed or amended by a vote of two
thirds of the capital stock issued at a
general meeting called for that purpose
: after thirty 1907 days prior notice in
; writing having been sent to each stock
holder at his last known address.
No stOckholder shall ever be held Ii
, able or responsible for the contracts or
: faults of this corporation in any further
sum than unpaid balance due the Com
pany on the share of stock owned by him
nor shall any mere informally in the or
ganiZatiOn hereof have the effect of rend-
cring this charter null, or of exposing
: any stakeholder to any liability beyond
such unpaid balance that may be due on
his stock.
? The subscribers hereto are:
4 hn los Of M
, 1905 Palmer Avenue, New Orleans, Lou
= isiana, and who subscribed to 125~shares
e of the capital stock of this corporation,
: payable in the manner and mode herein
after designated.
Buckner Chipley, who resides at No.
) 2203 Pension Street, New Orleans, Lou
| isiana, and who subscribed to s. shares
= of the capital stock of this corporation,
payable in the manner and mode herein
after designated.
5 J. A. Taylor, who resides at 1917 Henry
, Clay Ave, New Orleans, Louisiana, and
, who subscribed to 60 shares of the cap
the manner and mode hereinafter desig-
!, mated.
Simon W. Henderson, who resides at
o Keltys, County of Angelina State of Tex
. as, and who is herein represented by
! Buckner Chipley, his agent and attorney
in fact, per procuration hereto attached
and who subscribed to 1 share of the cap
, ital stock of this corporation, payable in
!; the manner and mode hereinafter desig-
: mated.
. Joseph ii. Kurth, Jr., a resident OF
Pawnee, Parish of Allen, State of Louisi-
ana, and herein represented by BuckneI
$ Chipley, per procuratiOn hereto attached
and who subscribed to 2i9 shares of the
: capital stock of this corporation, payable
4 in the manner and mode hereinafter des
!, ignated.
And the parties hereto hereby declared
Y that they subscribed for the number Of
: | shares of the capital stock of this cor
| pOratiOn as set opposite their respective
signatures, in order that this Act of In
v corporation shall serve as the origina
! subscription list, and the payment of saiC
y transfer, conveyance, delivery and aban
y donment to this corporation of all of thei
a rights, title and interest in and to a Ger
y tain contract of lease made and entered
. into on November Both, 1917, by and be
y tween the Vernon Parish Lumber Com
. pany, a corporation created under thu
: laws Of the State of Louisiana, and domi
7 ciled in the Parish of Allen, State of Lou
isiana. and Buckner Chipley, Trustee, o
y the City of New Orleans, Louisiana, an,
a | wherein the said Buckner Chipley acte,
u for and represented himself and the othe
! parties hereto, and which said lease 4
y for turpentine purposes, and covers al
: the long leaf pine timber standing o
:! | growing upon the 5,152.4S acres of Ian,
. designated in the exhibit marked "A' an,
" attached to the lease aforesaid, and whicl
said lease is for a period of three g
y years subject to the terms and condition
e set forth therein; all of which will NOR