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

selection of one member of the Board of
Directors of this corporation, who shall also
be the Treasurer thereof, with authority to
countersign all checks of the corporation is
: sued in the usual course of business and
this right shall not be abridged Invested
SO long as any of said preferred stock shall
: be outstanding and owned by said Shamrock
Land Planting Company, Inc, or the Hi
hernia Bank & Trust Co., as its assignee,
and any election of directors in violation of
this provision shall be null and void.
No real estate belonging to the corpora.
tion shall be mortgaged or alineated until
the first and second preferred stock of the
corporation shall be redeemed down to twenty.
five hundred shares, of the aggregate PAT
value of two hundred and fifty thousand dol
lars, as above provided, with the exception
hereafter stated, except by and with the
unanimous consent of all the directors, in
writing.
The corporation may, however, issue crop
liens, for annual advances, to be made for
the cultivation and making of its crops.
, ARTICLE VIII.-All the powers Of this
corporation shall be vested in and be exer-
cised by a Board of Directors composed of
not less than five shareholders of common
stock, and a majority shall constitute a
quorum for the transaction of all business.
A majority Of the Board OF Directors vot-
ing in person shall be required TO pass any
resolution adopt any bylaw, which when
so passed or adopted shall become valid cor
The board of directors shall be elected an
nually at a general netting of the share
holders, to be held on the third Tuesday in
July, 1919, and the same day and month
in each succeeding year, after ten days
written notice mailed to each stakeholder at
his last known address appearing upon the
books Of the corporation, unless such notice
be waived in writing by all the stockholders
appearing as such on the books.
The failure, however, from any cause to
hold the annual meeting of stockholders or
the failure to elect directors thereat, shall
not operate the forfeiture of this charter nor
impair the corporate management. but the
directors and officers then in office shall
serve until their successors have been duly
elected, qualified and installed. Any va
cancy in the board of directors shall be filled
! for the unexPired term by the remaining d.
rectors.
, The officers of the corporation shall consist
of President, more Presidents,
Secretary and a Treasurer.
There shall also be General Manager,
who may or may not be member of the
There shall also be a Chairman of the
Board, who shall preside at all meetings
thereof.
The office of President and General Man
ager or President and Assistant General
Manager, and Vice-President and, General
Manager or Vice President and Assistant
General Manager, may be combined under
or President and Assistant General Manager;
Vice President and General Manager or
Vice-President and Assistant General Man
ager; and the office of Secretary and Treas
son under the name of SecretaryTreasurer.
ARTICLE IX,-The first Board OF Direc-
tors and officers, who shall serve until the
annual meeting to o, be held on the third
]. Thomas Landaiche, Mccall P. O., La,
who shall be President and General Man
ager; Charles Thibodaux, Belle Alliance P:
o., La, who shall be lst Vice. President and
Assistant General Manager; J. c. LeBour-
geois, I525 State St, New Orleans. La, who
shall be End Vice President and Chairman of
the Board; R. S. Hecht, l2ll Calhoun St.,
P. J. Stouse. 3S2 Broadway. New Orleans,
La, who shall be Secretary. Burt W. Henry,
1870 Soniat St, New Orleans, La; ]. /. Rod
rigue. Mccall p. o., La,
ARTICLE X.LNo present or future holder
of common stock shall ever sell assign or
transfer. other than by inheritance, any Of
the common stock of this corporation, until
the same shall have first been offered in writ.
ing to the remaining holders of common
stock for the benefit of those who may de-
sire to purchase the same. through the Board
Of Directors, for a period of ten days, at a
fixed value. 1t shall be the duty of the
Board of Directors promptly on receiving an
offer of sale of any Of the common stock of
the corporation, to communicate the same
to the holders of common stock, in writing,
through the secretary Of the corporation, and
each of the holders of common stock shall
be entitled to purchase such proportion of the
stock so offered for sale as the number of
common shares owned by him or her, at the
time, bears to the number OF shares owned
by all other stockholders desiring to parti-
cipate in the purchase. If said offer be not
accepted by the other holders of common
stock, within the time above prescribed. then
such stockholder desiring to sell shall be
entitled to sell and transfer his stock to
such person or persons as he or she may see
fit, for not less than the price at which
he or she has offered his or her stock to
the other shareholders of common stock.
No sale under foreclosure attachment or
other process, or by virtue of any power
of or hvnofherafinn ~
validy made of the common stock until the
foregoing requirements have been complied
with by the person or persons, firm or cor
poration provoking such foreclosure or sale
The provisions of this article shall be printed
upon the face of each certificate of common
stock
ARTICLE XI.-This. act of incorporation
may be amended and the corporation dis
solved and its affairs hquidated, as provided
for under Act 267 of the General Assembly
of the State of Louisiana for the year 1914.
ARTICLE XII.-No shareholder of this cor
poration shall ever be held liable or re-
sponsible for the contracts or faults OF this
corporation in any further sum than the un-
paid balance due upon the shares of stock
| subscribed by him nor shall any mere intor-
mality in the organization have the effect
of rendering this charter null or of exposing
any. shareholder to any liability beyond the
unpaid balance due upon his stock; nor shall
organization have the effect of rendering
any shareholder liable as partner.
Thus done and passed at my office. in the
City of New Orleans, Louisiana, on the day,
month and year first hereinabove written, in
the presence of Messieurs Roy Willie and
John d. Miller competent witnesses, who
hereunto sign their names, with said appear
ers and me, Notary, after reading of the
whole. and the said appearers have hereunto
signed opposite their names the number of
shares Of this corporation subscribed by
them.
Names Of subscribers omitted0
| Witnesses: Row Willie, John d. Miller.
| CHAS. F. FLETCHINGER.
| Not Pub
l. the undersigned Recorder of Mortgages.
in an. for the Parish of Orleans, State OF
Louisiana, hereby certify that the above and
foregoing Act Of Incorporation of Evan,
Belle Co. Inc, was this day duly recorded
in my office in Book 1872. Folio $50.
| New Orleans, August 10, 1913
| (Signed) EMILE J. LEONARD, D. R.
| A true copy Of the original act OF incor-
voration. with the certificate of the Recorder
of Mortgages thereto appended, as the whole
now appears on file and of record in my
office. ,,,>,c,n
| Not Pub.
Aug. 22-2o-Sept 5-l2-1o-26