The herald., 1918-01-24
CHARTER.

herewith or arising therefrom or incidental
thereto, and all acts proper or necessary for
the purposes of the business.
Section 7: To own, lease, acquire or oper-
ate public warehouse warehouses for
storing and caring for such commodities as
may be handled.
Section 8: To borrow money and to pledge,
mortgage or hypothecate property therefor,
and to loan money on security otherwise.
In fact to do all things necessary or Incl
dental to carrying on a general brokerage
business as herein contemplated.
Article IV.-The authorized capital stock
of this corporation is hereby declared TO be
the sum of Twenty Thousand Dollars &C.,.
10000, which capital stock may be increased
| in the manner provided by law, TO the sum
Of One Hundred Thousand Dollars $780,:
| this corporation shall be represented by two
hundred GOO shares of the par value of One
Hundred Dollars $4,000 each. The said
capital stock shall be represented by certi-
| Gates and shall be personal property. No
| transfer of said stock shall be binding upon
| this corporation unless made in accordance
with its charter and bylaws and recorded
! on the books thereof
The capital stock of this corporation shall
be fully paid and worcestershire when is
sued. and shall be issued only for labor
done for property actually received or
| for cash to be paid at such times and in such
amounts and after such notice as may be
determined by the Board of Directors.
/ Article Vail the powers of this corpo-
ration shall be vested in and exercised BY
a Board of three 90 Directors, each Of whom
| % share of stock Said Board of Directors
shall be elected annually on the second
| Tuesday of January 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, under the supervision of
| one commissioner to be appointed by the
| board of directors and in the absence of any
| COMM ssoner the President shall have power
/ 70 Il thA ala h.. r
all sucn elections, as well as of all meet
| ings OF stockholders except for the purpose
| OF liquidation or dissolution or as otherwise
required by law, shall be given fifteen Q5)
! days prior thereto by mailing to each stock
holder who appears such on the books
of the corporation at his last designated ad-
dress or at the general delivery at New
Orleans, If he has not designated an ad-
dress, an announcement stating the time, the
place and object of the meeting. Each stock
holder shall be entitled to one vote for each
share of stock standing in his name on the
books of the company, to be cast in person
or by proxy, and majority of the vote cast
shall elect. The board of directors shall have
power to fill all vacancies that may occur
in the Board. Failure to elect directors on
the day above specified, shall not dissolve
the corporation, but the directors then in
office shall remain in Office until their sue
cessors are elected and qualified. The Board
of Directors at their first meeting following
each annual election shall elect from their
number a President, a Vice President and
Secretary-Treasurer and such other officers
as the Board of Directors shall deem necessary
The Board shall have power in its discre-
ton to unite two or more Offices, and the
same to confer upon one person. and shall!
have power to FIX the salaries of all officers
and all such other officers and employees as
they deem necessary. The Board of Direc-
tors shall have power to make and establish
as well as alter and amend, all bylaws, rules
and regulations necessary and proper for
the support and management of the business
and AFFAIRS OF said corporation, not incon-
sistent with its charter.
A majority of the directors shall constitute
quorum for the transaction of any bust
ness. AT any meeting of the board, any
director absent FROM the meeting may be
represented by any other director, who may
cast the vote of said absent director according
to the written instruction, Of said absent
director. The board of directors shall have
the power, by vote of not less than a
majority thereof, to sell, lease, mortgage, by
and and all of the property, movable or
immovable belonging to the corporation or to
receive in exchange therefor, moner or stocks
or bonds or other obligations of another
corporation without referring to the share
holders for the power to do so; and they
may also purchase for stock in this cooperation
or for cash, or any of the purposes Of this
corporation, without authority of the share
holders.
Until the next general meeting to be held
under this charter on the second Tuesday in
January, 1919, or. until their duly qualified
successors are elected and installed, the
board of directors shall be composed Of:
Chaille p. Sims, whose post-ofice address
is Adeline, La; William F. Giles, whose
Rost,ofice address is Adeline, La; Edith
Bldg, New Orleans, Louisiana, with Chaille
=. Sims as President, William F. Giles as
vice-President and Edith V. Gammell as
Secretary-T
Article VL-This charter may be amended,
ed, and the capital stock of this corporation
may be increased or decreased, or this cor
poration may be dissolved in the methsd
and manner provided by. law.
Article VI1.-No stakeholder of this cor |
poration shall ever be held liable or respon-
sible for the contracts or faults of this
corporation in any further than the
unpaid balance on the stock for which he
has subscribed, nor shall any mere infor-
mality in organization have the effect of
rendering this charter null or of exposing |
stakeholder to any liability than as above |
provided.
Article VIII.-Whenever this corporation |
shall be dissolved whether by limitation or
from any other cause, the affairs thereof |
shall be liquidated by three 90 stockhold |
ers to be elected and qualified in the man
tinue in Office until the affairs of this |
corporation shall have been fully settled and |
liquidated. In case of the death of one of |
the liquidators or his refusal or inability to
serve, the remaining liquidators may fill the |
vacancy from out the stockholders or may
themselves proceed with all power and au-
thority vested in the full membership
And the signers hereto declare that they
have affixed opposite their names the number
Of shares subscribed by them and they here
by declare this to be their subscription list
Thus done and passed. in my Office at the
city of New Orleans, La. on the day, month
and year herein first above written in the
presence Of Gertrude Cowan and May Lorio,
competent witnesses who hereunto sign their
names with the said appearers and me, No
tary, after due reading of the whole.
c. P. Sims, Adeline, La, IS shares, 81. 10000,
w. F: Giles. Adeline. La, IS shares, $4,000,
per c. P. Sims, Edith v. Gammill, sol
Canal Blk. Annex, Is shares, S2,SO0Oo, A.
s; Baker, by Edith v. Gammill, Is shares,
Witnesses: Gertrude Cowan, May Lorio.
HENRY G. BLOCH, Notary Public.
/, the undersigned Recorder Of Mortgages
in and for the Parish of Orleans. State of
Louisiana. do hereby certify that the act of
Incorporation of the Terminal Grain
Company. Inc" was this day duly recorded
in my Office in Book 1919, folio -
New Orleans, Louisiana, December IS. 1917.
(SigneO EMILE ]. LEONARD,
by. Recorder. |