The herald., 1918-12-05
AMENDMENT TO CHARTER OF THE
BATON ROUGE, HAMMOND
EASTERN RAILROAD CO.

he II known that on this 18th day of the
month OF October in the wear of our Lord
one thousand nine hundred and eighteen and
OF the Independence of the United States az
America the one hundred and forty.third.
Before ne, Arthur A. Moreno. a Notary Pub
nc duly mmissiOned and qualified, in and
tor the Parish OF Orleans and this CITY
thereln residing and in the presence of the
Witnesses hereinafter named and undersign-
ed' personally came and appeared: Hunter
1. Leake and Richard S. Charles. who de.
cIared that at a general meeting of the stock
holders Of the Baton Rouge Hammond &
Eastern Railroad, corporation organized un.
der the laws of Louisiana and domiciIed at
Baton Rouge, in the Parish of East Ration
Rouge, which said meeting was held al the
ottice OF the Company in the CITY of Baton
Rouge Louisiana, on Monday, October a..
I9IS' at $50 p. m, after proper call, for the
purpose OF amending the charter of the said
Banot Rouge, Hammond & Eastern Rail-
road they were elected respectively Chair
man and Secretary of said Stockholders
meeting. as will more fully appear bv A
cerufled copy OF the minutes of the said
meeting annexed hereto for greater refer
ence And the said appearers further de-
clared that as Chairman and Secretary, re.
specuvely, OF the said stockholders meeting
they were authorized and empowered 10 take
such steps as might be necessary and proper
to nave the charter of the said Baton Rouge
Hammond 4 Eastern Railroad amended in
accordance with the resolutions passed at
the said stockholders meeting pursuant IN
the laws OF louisiana; and the said appear
efs, as CHAIRMAN and Secretary, respectively
OF the said stockholders meeting and acting
IN their several respective capacities and
on Dehalf OF said corporation and the stock
holders thereof by virtue of the authority
conferred upon them at the general meeting
OF said stockholders meeting, do herehY
declare that the charter of the BATON Rouge
Hammond K Eastern Railroad has been
changed, altered and amended so that Ar
ncie l. III, " vi, and VII have been
changed altered and amended so that here.
read as follows:
ARTICLE 1.-The name and title Of This
corporation shall be: Baton Rouge & East
ern Railroad Company, and by that name
TINS corporation shall have power and autbori
w 10 exist and enjoy succession for the
tul term and period of ninety-nine wears
from and after the day and date hereof. to
contract, sue and be sued in its corporate
name; 10 make and use a corporate seal and
the same to break and alter at pleasure.
70 hoId' receive, purchase, lease and con.
Vey, as well as mortgage and bvnotb.oo,.
under its aforesaid corporate name orooer,',
ooth real, personal and mixed; TO name and
aPPoInt such managers, directors, officers and
agents as its interest and Convenience -1a,,
qurei 70 make and establish such bylaws.
iuies ana regulations for the proper m.,
agement and conduct of the affairs of H.
eoiPoidton as may be deemed necessary and
proper, and to alter and amend the sayrs n.
pressure; and to have, possess and acou;Te
az Sucn otner rights and privileges as by
the laws of Louisiana are granted 70 90.
porations Organized for works of npbIic In.
provement and advantage. an
ARTICLE 1.-THE domicile of the R.,o,
Rouge, Hammond and Eastern RaiIToad
company shall be in the city of New Or.
Ieans, Parlsh OF Orleans, State of Louisiana
ana all citations other legal process sbaIi
be served upon the secretary of this co.,
poration. VI 'iiiS COT
ARTICLE V.-All the corporate nowe-s 90
this corporation shall be vested in and ex.
creased by Board of Directors comnosed Is
I'VE l0 stockholders, to be elected annu-
any, on the second Monday of October in
an year All such elections shall be by
oaliot and conducted at the office of this
eorporahon; notice of the Stockholders meet
ing tor the election of Directors must h.
1enVered personally or by depositing in the
Us, Cl,lce' properly addressed to each
sstockhoider at least fifteen Q5) davs he
iore such meeting A majority of the vote
Sast snail elect and each share of stock shall
De entitled to one vote. to be cast bv the
owner either IN person or by proxy. The
mee'ols thus elected shall serve and con-
tinue IN office until their successors shall
nave been elected. failure 10 elect nj
Iectors on the date above specified shall not
Gissoive the corporation, but the existing
board OF Directors shall cause another elec.
-: :" ye heiu Witnln tnirty days thereafter,
notice whereof shall be given in the manner
reseri6ed for the annual meeting OF the
stockholders for the election of D;rectors
vacancies occurring in said Board of Direc
lots from any cause whatsoever shall be
Il!leo by me remaining Directors. Three
directors snail constitute a quorum for the
transaction of business, and the Board Of
Directors, at their first meeting following
any annual election, shall elect one Of theiT
number to be the president of this corpora.
tion' and another to be the vice-president
thereof. The Board of Directors shall aIso
appoint secretary and treasurer; the of.
tices OF Secretary and Treasurer NAV he
hefd by one person. The Board of Directors
may appoint from time to time and also dis
miss at their pleasure, such officers. agents.
clerks and other employees as thew NAV deem
necessary for the business and purpose of
the corporation; and may make and estab
!ish, as well as alter and amend, all bv
laws, rules and regulations requisite for the
and affairs of this corporation. Said Board
Of Directors shall have full power and an.
thority to borrow money, execute mortgages
issue notes or bonds, and generally to do
all things pertinent to or necessary for the
objects and purposes of this corporation. or
which are or may be permitted by the laws
applicable TO corporations. and also to issue
full paid shares of stock or bonds or obi.
cations of this company, in payment for
labor done, or money borrowed. or property or
gus dStudily received Oy mis- corporation.
ARTICLE V1.-Whenever this corporation
may be dissolved, either by limitation, or
from any other cause, its affairs shall be
liquidated by three ommissoners to be ap-
pointed from among the stockholders at a
meeting of stockholders convened for such
purpose, notice whereof shall be given in the
manner prescribed for the annual meeting of
the stockholders for the election of Directors.
and majority in amount of the capital
stock of this company voting at such meet
ing shall be requisite TO elect such com
missioners. Said commissioners shall re-
main in office until the affairs of this cor.
poration shall have been fully settled and
liquidated. and in case Of death or resigna.
ton OF one or more of said commissioners
the survivor or survivors shall continue to
act
ARTICLE vI.-This act of Incorporation
may be changed, modified or altered, or said
may be dissolved with the as
sent of two-thirds of all of its stock given
IT any meeting of the stockholders convened
Tor such purpose, notice whereof shall be
given in the manner prescribed for the an
nual meeting of the stockholders for the
election of directors.
Thus done and passed at my office, in the
City of New Orleans. on the day. month and
year herein first above written, in the pres
ence of Robert E. Bell and Ruth NJ Seller
comretent witnesses who hereunto sign
their names with the said appearers and
me. Notary, after Il reading Of the whole.
Witnesses: Robert z. Bell. Ruth NJ Sell
er. Original Signed Hunter c. Leake,
Richard $. Charles. A. A. MORENO, No
tary Public.
CERTIFICATE.