The herald., 1918-04-11
CHARTER

named products; and IN connection tnereWitn
10 own and operate railways, tramways,
barges. boats and vessels of every character
and description, camps, COMM ssaries ana
stores, including the purchase and SAFE OF
farm products and merchandise OF every
description: to acquire, sell or otherwise dis
pose of timber, land and timber rights. and
real and personal property OF every descrlp-
ton, and generally 10 do everything incl.
dental to or Connected with the above named
purposes.
stock of this corporation is hereby declared
to be Ten Thousand CSl0OO0) Dollars, con-
sisting of one hundred 600 shares OF the par
value of one hundred (Sl00) Dollars per share
One half of said amount shall be subscribed
before the filing Of the articles OF incorpora-
tion, all of which shall be paid in cash.
The remainder of the authorized capital
stock, whenever subscribed and issued, shall
be paid for in money or property actually
received, or labor done for the corporation
upon such terms and conditions the Board
of Directors shall deem proper, provided that
the stockholders of record at the time OF
such issue shall have the right to subscribe
thereto in proportion to their respective
holdings.
The amount to which the capital may be
increased is Twenty-Five Thousand t2S0OO.0O
Dollars. All transfers of stock shall be
made on the books of the company on the
surrender of the outstanding certificate, and
pursuant to such rules as the Board OF Di-
rectors may prescribe.
No stakeholder shall have the right to sell
or otherwise dispose of his stock without
first offering it to the other stockholders
through the Board Of Directors for thirty
days at its book value for cash; and all
stock shall be held subject to this provision,
and every sale, pledge, encumbrance or other
disposition of said stock shall be made sub
ject to this provision of the charter.
Article Vail the powers of this corpora
ton shall be vested inland the business
and affairs of the corporation managed by
Of mt Less
than four directors, who shall be elected
annually at a meeting or the stockholders
on the first Monday of april of each year
The first annual meeting shall be held on
the first Monday of April. 1919, until which
time the officers and directors named in this
charter shall act, or until their successors
are elected and qualified.
The first Board of Directors to serve for
the first year shall consist of: Max Lowry,
sO4 Whitney Central Bldg, New Orleans, La. !;
Edward L. Harper, Jr., Ferriday, Concordia
Parish Louisiana; Edward Duplantier, SO+
Whitney Central Bldg, New Orleans, La. !;
trail Bldg, New Orleans, La; with said Max
| Lowry, President; Edward L. Harper, Jr.,
Vice-President; Edward Duplantier, Secre-
| tary, and Adolph A. LuehrTnann, Treasurer.
The officer; Sc. of this corporation shall be a
| Treasurer; but the Board of Directors may
| at any time elect appoint such other Of
| hcers, agents or employees as they desire,
| and determine their duties; and may at any
| time combine the office of Secretary with
that of Treasurer, under title of Secretary
Treasurer.
All elections shall be by ballot at the Office
of the Company, under the supervision of
two commissioners to be appointed by the
shall be given by the Secretary in writing,
| and delivered to each stakeholder in person,
or mailed to his last known address at least
fifteen days prior to said election; but this
r,ottr he nv all tt,a rh0ld
At all such meetings, and at all meetings
| of the stockholders, each stockholder shall
be entitled to one vote for each share OF
stock standing in his name on the books of
the Company at the date of such election
or meeting; said votes to be cast in person
or by written proxy; and majority of the
votes cast shall elect. In the event of the
failure to hold the annual meeting, any stock
holder may have the right to require the
calling of such meeting at any time there
after.
The failure to elect directors at the annual
meeting shall mot dissolve or affect the cor
poration, nor impair its management in any
respect; but the directors and officers shall
remain in Office until their successors are
elected and qualified.
Each Board of Directors shall elect as
soon as possible after their own election
President, Vice-President, Secretary, and
Treasurer, and such other officers as they de-
sire, and may grant to each officer such
powers as they deem proper.
All vacancies IN the Board OF Directors
for whatever cause shall be filled by the
remaining directors. Any member Of the
Board may appoint any other stockholder
his representative to act in his place and
stead at any meeting of the Board.
The Board Of Directors may make. amend
and repeal such bylaws for the regulation
of the Company as it desires, subject to
such bylaws as the stockholders may make
Article VI.-This act of incorporation may
be amended. or said corporation may be dis
nIwS1 - NhA AE IL & ali
the capital stock at a meeting of the stock
holders convened for that purpose, after fifteen
days written notice from the Secretary has
been delivered in person orgiven by letter
mailed to the last known address of ach stock
holder of record; the said notice may be
waived by unanimous consent of all stock
holders. In case of the dissolution of the
corporation, its affairs shall be liquidated by
one or more commissioners elected by the
| stockholders with such powers, oompensations
| and duties as the stockholders shall de-
termne
Article VIII-No stakeholder shall ever
be held liable for the faults or contracts
| of this corporation in any further sum than
| the unpaid balance due to the corporation
on the shares subscribed by him; nor shall
| any mere informality have the effect of rem
dering the charter null. or exposing any
stakeholder to any liability beyond the un.
paid balance due on his stock
The subscribers hereto have respectively
| written opposite their names the amount of
stock subscribed by them In this corporation,
| so that this act of Incorporation may also
| serve as an original subscription list of the
corporation; and they have stated their post
| Office addresses, so to conform with Act
267 of 1914, of the General Assembly of the
State of Louisiana.
Thus done and passed at my Office in the
City of New Orleans, State of Louisiana,
on the date hereinabove written, in the
presence of Benjamin Palmer Lleurot and
Ralph B. Reese, competent witnesses of legal
their names with the ssid appearers and me.
Notary, after reading of the whole
Witnesses: Benjamin Palmer Fleurot, Ralph
B. Reese.
Original signed: Max Lowry, so4 Whitney,
Central Bldg, New Orleans, La, a shares;
Edward l. Harper, Jr, Ferriday, Concordia
Parish. La, "a shares; Edward Duplantier,
sO4 Whitney-Central Bldg, New Orleans, La,
! share; A. 4. Luehrnann, SO4 Whitney Cen
CHARLES RoSEN, Not Pub.
The undersigned. Recorder of Mortgages,
in and for the parish of Orleans, State of
Louisiana, do hereby certify that the above
and foregoing Act of Incorporation, af the
Harper Slave & Lumber Co. Inc, was this
day duly recorded in my Office, in Book 1919,
New Orleans, March rs, 1918
(Signed EMILE J. LEONARD, D. R.
CHARLES RosEN. Not. Pub.
March 2S-April 4-ll-ls-2S-May 2.
CHARTER OF
WIERGATE NAVAL STORES CO., INC.
United States Of America, State of Louis
H.