The herald., 1918-03-21

Orleans.
Be it known, That on this 18th day of
the month of February, in the year of our
Lord one thousand, nine hundred and
eighteen, and of the Independence of the
United States of America, the one hun
dred and forty second; before me, Charles
+. FlctChinger, a Notary Public duly com
miSSioned and qualined, in and for this
City and the Parish of Orleans, therein
residing, and in the presence of the wit
neSSes hereinafter named and undersigned,
personally came and appeared:
Messrs. Herbert WadswOrth and Joe Il.
Chattc, herein appearing and acting in
their respective capacities as President
and Secretary of the "LOngview Sugar
company a corporation organized under
the laws of the State of Louisiana, with
its dOmicile in the Town of Remy, St.
James Parish, in said State, created by
act before Abraham Goldberg, Notary
i'ublIc, in and for Orleans Parish, under
date of January 22nd., 1906, and recorded
OniciO Recorder for the Parish of st.
james, III Book --, Folio ...., on the
18th day of January, 1906; which said APP
bearers declared that in pursuance to
resolution adopted at Il special meeting of
the shareholders of said Company, held in
the City of New Orleans, at the Office OF
the Company, No. 900 Hibernia Bank
building, on the 10th day of February,
1918, after written waiver of notice of said
special meeting signed by each and every
shareholder of the Company, as will APP
ot said meeting hereuntO annexed and
made part hereof, Articles III, Nv and
OF said Company were, by unanimous vote
of all the shareholders. present or repre-
scented constituting all the shareholders
Of the Company amended SO as to read
as follows:
Article 1.-THE domicile of said corpor-
alton shall be at the City of New Orleans,
State of Louisiana, and all citations and
other legal processes shall be served upon
the President of said corporation, or, in
his absence, upon the Vice President, or,
in the absence of both of said officers,
upon the Secretary of the corporation.
Article lV.-The capital stock of this
corporation is hereby fixed at the sum of
Two Hundred Thousand Dollars $780,,
O0O.O0), divided into two thousand (2,O00)
shares of the par value of One Hundred
Dollars (S100.00) each, of which one thou
sand Q.OO0) shares shall be Preferred
Stock and one thousand $1,000 shares
Common stock.
The Preferred Stock shall be entitled to
preferred dividends at the rate of eight
per cent. per annum on the par value
thereof, to be payable annually out of the
net profits which may be realized by the
corporation, and the said dividends shall
be cumulative.
No dividend shall be declared on the
Common Stock of the corporation unless
and until all the cumulative dividends on
the Preferred Stock shall have been paid.
The holders of Preferred and Common
Stock shall be vested with the same yOt-
ing power.
In the event of the liquidation, for any
reason, of the assets of this corporation,
the holders of Preferred Stock shall be
entitled to be paid in full to the extent of
all unpaid accumulated dividends there
on, together with the par value of their
stock, before any holders of Common
Stock shall receive any payment on the
same from the assets in liquidation.
The amount to which the capital stock
of this corporation may be increased is
hereby fixed at the amount Of Three Hun
dred Thousand Dollars 1890, 100000.
Article VAN the powers of said cor
pOratiOn shall be vested in and exercised
by Board of Directors to be composed
of not less than five stockholders, to be
elected annually on the third Monday of
February of each year. The first Board
of Directors shall be elected Immediately
after the execution of this charter, and
shall hold their office until the third Mon
All such elections shall be held by bal
lot and conducted at the office of said cor
pOratiOn, under the supervision of three
commissioners to be appointed by the
ton shall be given by the Secretary of
the Company by notice mailed to each
stakeholder of record at his last known
address ten days prior to the date of such
meeting.
At all elections and at all corporate
meetings every stakeholder shall be en-
titled to one vote for each share of stock
standing in his name on the books of the
written proxy. and majority of votes
cast shall elect.
Any vacancy among the directors by
death, resignation or otherwise shall be
filled by election for the remainder of the
term by the remaining directors.
Failure to elect directors on the date
above specified shall not dissolve the cor
poration, nor impair its corporate man
agement, but the directors then in office
shall remain in office until their success
ors are elected and qualified.
Every director must be stakeholder.
The Board of Directors shall elect from
their own number a President, a Vice
President and a Secretary Treasurer. The
Board shall have the power to divide the
offices of Secretary and Treasurer, in
which case the Treasurer may or may not
be a member of the Board. They may,
from time to time name and appoint such
officers and agents as may be necessary
for the purpose and business of the cor
poration. They shall have power to fix
and define the duties of every officer and
employee, and all officers and employees
shall hold office and employment at the
pleasure of the Board. The Board may
make and establish, as well as alter and
amend, any and all bylaws, rules and
regulations necessary and proper in its
management of the business and affairs
of said corporation.
The Board shall have full power and
authority to borrow money, to execute
mortgages and to create liens; to issue
bonds, notes and other obligations, and
generally to do all things reasonable, con-
venient and necessary for the proper car
rying on of the business of the corpora
tion.
The Board may issue full paid shares of
stock for cash or in payment of labor
done or property actually received by
said corporation.
Every member of the Board of Direc-
tors in case of his absence from the domi-
ellie of the Company at any time shall
writing. proxy to represent him to sit
and vote in his place and name at all
meetings of the Board of Directors which
may take place during his absence from
the domicile Of the Company.
Said appearers further declared that, in
their above respective capacities and in
pursuance of said resolution, they now
execute this act for the purpose of COM
.)leting the amendments to Articles ii,
Nv and V of the charter of said Com
pany, which articles. as amended, read as
hereinabove set forth.
Thus done and passed, in my Office. at
the City of New Orleans, on the day,
month and year herein first above written,
in the presence of Burt W. Henry and
Roy Willie, competent witnesses, who have
hereunto affixed their signatures, together
tary. after due reading of the whole.
Herbert Wadsworth, Joe b. Chaffe.
Witnesses: Burt w. Henry, Roy Willie.
CHAS. +. FLETCHINGER, Not. Pub.
/, the undersigned, Recorder of Mort
cages, in and for the Parish of Orleans,
State of Louisiana, do hereby certify that
the above and foregoing act Of amend
gar Company was this day duly recorded
in nv office in Book 1919, Folio