The herald., 1918-03-28
CHARTER

and description, camps, Commjssaries and
stores. including the purchase and sale 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 descrip
ton, and generally to do everything Incl.
dental TO or connected with the above named
purposes.
stock of this corporation is hereby declared
| to be Ten Thousand (SlO,OO0D Dollars, con-
sisting of one hundred (l0O) shares OF the par
value of one hundred (SlO0) Dollars per share:
One half OF said amount shall be subscribed
before the filing of the articles OF incorpora-
ton all of winch 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 (25.W00O)
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 d.
rectOrs may prescribe.
No stakeholder shall have the right to sell
or otherwise dispose of his stock without
first offering it 10 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 N.-All the powers of this corpora
| tion shall be vested inland the business
| and affairs of the corporation managed by
| a board Of not less than three nor more
! than four directors, who shall be elected
| annually al a meeting OF 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,
So Whitney Central Bldg, New Orleans, La.
Edward L. Harper, Jr. Ferr;day, Concordia
| Parish Louisiana; Edward Duplantier, +, SO4
Whitney Central Bldg, New Orleans, La
trail Bldg, New Orleans, La; with said Max
| Lowry, President; Edward L. Harper, Jr..
Nice-Presdent; Edward Duplantier. Secre-
tary, and Adolph A. Luehrmann, Treasurer.
| The officers OF this corporation shall be a
President. Vice. President, Secretary and
Treasurer; but the Board OF Directors may
| at any time elect or 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
| Board of Directors. Notice of such meetings
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
notice may be waived by all the stockholders.
AT all such meetings, and at all meetings
1 pf he SfnrEh0ldarS hall
| be entitled. to one vote for each share of
| stock standing in his name 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 a 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 lnot 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
| a President, Vice-President, Secretary, and
| Treasurer, and such other officers 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
| 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
| solved with the assent of twothird of all
the capital stock at 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 more commissioners elected by the
stockholders with such powers, compensation.
and duties as the stockholders shall de
termine
Article VIII-No stakeholder shall evei
be held liable for the faults or contract!
of this corporation in any further sum thar
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 am
. stockholder to any liability beyond the un
r paid balance due on his stock.
The subscribers hereto have respectivel,
written opposite their names the amount o
stock subscribed by them In this corporation
5 so that this act of Incorporation may ais.
serve as an original subscription list of tn,
corporation; and they have stated their post
Office addresses, so as to conform with Ac
267 of 1914, of the General Assembly of tn
State of Louisiana.
Thus done and passed at my Office in tn,
City of New Orleans State of Louisiana
on the date hereinabove written, in tn,
\ presence of Benjamin Palmer Lleurot an,
Ralph B. Reese, competent witnesses of lega
age, residing in this City, who hereunto sigi
their names with the said appearers and me
Notary, after reading of the whole.
!. Witnesses: Benjamin Palmer Fleurot, Ralpl
B. Reese.
Original signed: Max Lowry, s04 Whitney
Central Bldg, New Orleans, La, "a shares
Edward L. Harper, Jr., Ferrday, Concordi
Parish, La, "A shares; Edward Duplantier
S0+ Whitney-Central Bldg, New Orleans, La
share; A. A. Luehrmann, S04 Whitney Cen
trail Bldg, New Orleans, La. ! share
CHARLES ROSEN, Not Pub
; The undersigned. Recorder of Mortgages
in and for the parish of Orleans, State o
Louisiana, do hereby certify that the allow
and foregoing Act of Incorporation, af tn
Harper Stave & Lumber Co. Inc. was thi
day duly recorded in my Office, in Book lbs
| Folio
New Orleans, March IS, 1918.
(Signed) EMILE J. LEONARD, ID. r
(SeaD A true copy:
March 2s-April 4-ll-ls-2s-May 3