The herald. [volume] (New Orleans, La.) 1905-1953, 1918-09-26
CHARTERS

| nine years from and after the date hereof; to
contract, sue and be sued, to accept and re-
ceive, as well give and grant mortgages
pledges or other hypothecations, to make and
use a corporate seal, and the same 10 break
and alter at pleasure, to purchase, receive,
| lease hold otherwise acquire, and CON
vey, well as mortgage and hypothecate
under its corporate name property both real
| and personal and mixed, to name and ap-
point such managers and directors, officers
and agents, as the interests and COnvenences
| OF said corporation may require, TO make and
| establish, as well as alter and amend AT plea
| sure such bylaws, rules and regulations for
| the proper management OF the affairs Of
said corporation as may be necessary and
proper.
| ARTICLE 1.-THE domcile of said corpo-
ration shall be New Orleans, Parish OF Or
| leans, State of Louisiana, and all citations
| or other legal process shall be served upon
the president Of said corporation, or in
case of his absence upon the vice-president,
| or in the absence Of both of these officers
upon the secretary of the corporation.
| ARTICLE III.-1he objects and purposes
| of this corporation and the nature of the
business TO be carried on by it, are and
| Quoting of a cotton factorage, and sugar
| factorage business, and the taCtO-ase
of staple crops of the United States, and a
| general commission business, including the
| advancing Of money and supplies to planters,
| farmers and merchants, and a general mer-
| camille business; to buy, sell or lease lands
| and cultivate land, TO buy and sell the ag
| ricultural products OF the country and mer-
| chandiSe OF all kind, and this corporation Is
| especially empowered 10 purchase or other
wise acquire the good will and assets, or
any part thereof, OF Putnam Norman,
| Limited.
ARTICLE IV.-The capital stock of said
| corporation Is hereby fixed at SlOOUOU, dl.
| yded into or represented by 40 shares Of
| the par value OF $1,000 each. The whole of
| said stock, or any part thereof, may be is
! sued or delivered to any person, firm or
| corporation for the requirement OF the rights,
privileges, franchises, property, servItudes, OF
| any part thereof, owned and controlled by
such person corporation, also in payment,
| settlement and adjustment OF the costs, fees,
| charges, expenses and commissions incurred
| for services rendered IN the formation and
| organization of this corporation, and in aC-
quiring and bringing about the purchase OF
| the property, rights and franchises af0re-
| said, also for cash or in instdllments OF such
| amounts as the board of directors may de
| termine also for merchandise received, or
! for services actually rendered to this COM
| pdny. The board OF directors hereinafter
| created Is specially authorized to dispose
! OF the stock or any part thereof Tor any and II
| of the purposes above stated, as in itSJulg
ment may seem fair and proper. Before any
stakeholder can sell the whole any part
| OF his stock, same must be offered for 10
| days to the other stockholders at its book
| value shown by the books OF the company
| IN case some OF inc suAftuOlutIS are uuNlll-
ing to purchase at this price. the remaining
| shareholder or holders shall have the right
| and purchase their proportion.
ARTICLE N.-All powers Of this corpora
| ton shall be vested in and exercised by
| board of not more than five, and not less
! than three directors, each of whom shall
| hole in his own name on the books Of he
company at least one unpledged share OF
| stock The board shall elect from their
| number a president, j vice president a sec
| rotary, and a treasurer, and such officers
as they may think proper convenient for
| the carrying on OF the companys business.
| and shall have power to unite two more
offices, and the same TO confer upon one
| its discretion, and TO fix the salaries of all
| officers, agents and employees. The board
| of directors shall be elected annually on the
second Monday of October of each year, the
first election TO be held in the year 1919
| All such elections shall be by ballot at the
office Of the corporation. Notice of annual
| meetings, well as special meetings of
| stockholders, shall be given by written notice.
| mailed fifteen days in advance of the date
of such meeting to each stakeholder appear
| ing such the books of the company at
| his last designated address, or at the Cen
eral Delivery al New Orleans, Louisiana, if
he has not designated an address. Each
/ shareholder shall be entitled to vote
| for each share of stock standing in his name
| on the books of the company, said vote to
| be cast in person or by proxy, and a ma
| jOrity of the votes cast shall elect. The
| board of directors shall have power to fill
| all vacancies which may occur, or in any
manner arise be created, by the board of
| directors, even though quorum remain at
| the time such vacancy or vacancies are TO
| be filled. Failure to elect directors on the
corporation, but the directors then in office
| shall remain in office until their successors
| are elected. The board of directors shall
| have power to make and establish, as well as
1 4 Ill ola a,1
| lations necessary and proper for the sup
port and management of the affairs and bust
| ness of the corporation and not inconsistent
| with its charter The board shall have
power, without referring to the stockholders,
| to borrow money execute mortgages, issue
| notes, pledges, bonds or other obligations IN
| such amounts and on such terms in their
judgment may be advantageous, and gener-
| ally TO do all things reasonably necessary
| for the proper carrying on of the business OF
| the corporation, and they are specially au
| thorized to deliver full paid shares of stock
and bonds, or other obligations, to the COM
| pany in payment of property acquired by
said corporation at such fair valuation as in
| their judgment may be proper. majority
| Of the directors shall constitute a quorum
| for the transaction of business. The board
| o. directors shall have the power by vote
| of not less than two-thirds of all directors
| to sell all or any part of the property
movable and immoveable belonging to the
| corporation. or to receive in exchange there
| for money or stocks or bonds or other obi
cations of another individual, firm or
| poration of any character without referring
! to the shareholders for power to do SO AT
any meeting of the board of directors, any
director absent from the meeting may be
| represented by any other director, who may
cast the vote Of said absent director, accord
| ing to general or special written instructions
| Of said absent director. Until the annual
| meeting of 1919 the board of directors shall
consist Of Oscar p. Geren. post Office ad-
Dress $50 Common ST., New Orleans, Louis
| lana; Edward NJ. Harnett, post office ad-
dress $50 Common St, New Orleans, Louis
| lana, and Dora g. Powell, post office adj
| Dress $50 Common ST., New Orleans, Louis
| lana. OF the foregoing Oscar p. Geren shall
| be president; Edward VI. Harnett vice -presi-
| dent. and Dora G.. Powell, secretary treas
urer.
ARTICLE VI.-This act of Incorporation
may be changed, modified amended or
this corporation may be dissolved in the man
ner provided by law, by vote of two-thrds
| of the entire outstanding capital stock pres
ent or represented at a general meeting of the
| stockholders convened for such purpose,
| after previous notice has been given in the
! manner above provided to be given of the
| annual meeting of the corporation. The
capital stock OF the corporation may be in
| creased decreased by proceeding in &C
| cordance with the laws of the state of Louis
| lana.
| ARTICLE VII-If this corporation shall
be dissolved either by limitation, or for
any other cause its affairs shall be liqui-
| dated by three commissioners, to be appoint
| ed at a meeting of stockholders, convened
for the purpose of liquidation, and to be
elected by vote OF all the stockholders: