The herald. [volume] (New Orleans, La.) 1905-1953, 1918-04-04

lslana, Parish of Orleans, City of New
Orleans.
BE 1t known, That on this 26th 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
f. fletchinger, Notary Public, duly COM
dred and forty second; before me- Charles
missiOned, sworn and qualified, in and
for the City, Parish and State aforesaid
therein residing, and in the presence of
the witnesses hereinafter named and I'M
dersigned; Personally came and appeared ::
the several persons whose names are here
unto subscribed, who severally declared
that, availing themselves of the laws of
the State of Louisiana in such cases made
ana provided, and particularly Act No.
of Louisiana for the year 1914, relative
TO the organization of corporations, they
have cOvenanted and agreed and do here
by covenant and agree to form themselves,
as well as such persons as may hereafter
become associated with them or succeed
them, into a corporation for the objects
and purposes and under the following ar
ticleS, tO-wit
Article 1.-The name of this corporation
shall be 'Landaiche Company, Inc, and
as such, shall have succession for ninety
nine years, unless sooner dissolved, and
shall have power to contract, sue and be
sued; to make and use a corporate seal.
and the same to alter or break ut pleas
ure; to elect and appoint such officers, di-
rectors and agents as the interests of the
corporation may require; and to make all
necessary bylaws, rules and regulations
for the management of its affairs, and the
same to alter and amend at pleasure, and
TO exercise all powers that are
conferred or may hereafter be conferred
on corporations of the same kind and
character.
Article 1.-THE domicile of this cor
pOratiOn shall be in the City of
New Orleans, Parish of Orleans, State
of Louisiana, and all citation or 9TH
er legal process shall be served upon the
President, of said corporation and, in the
case of his absence, upon the Eice-PreSi-
dent, and in cases of the absence of both,
upon the Secretary.
Article III.-The objects and purposes
for which this corporation is organized
and the nature of the business to be car
ried on by it are hereby declared to be:
To plant, cultivate, produce and market
within the State of Louisiana and else
where rice, corn, sugar, farm and planta-
ton, and to buy, store, sell or otherwise
deal or traffic in the same, either at
wholesale or retail.
To hire lease, purchase, own and oper |
ste farms and plantations, live stock, ma |
boats, cars and other property |
or incidental thereto, and, in |
Herewith, to establish gen |
raj mercantile and planting business in
he State of Louisiana and elsewhere.
To acquire and hold, by purchase, lease
,r otherwise, property, real and personal |
md to sell, lease, mortgage, pledge or 1
lypOthecate the same; to borrow money, |
o draw, make and endorse bills of eX-
,hange and prOmisSOry notes and issue
ponds; to buy, lease, rent, erect, con-
truct, maintain and operate buildings nee |
'sSary or incidental to the business here
n contemplated.
To sell, assign, transfer, mortgage,
pledge or otherwise dispose of bonds or
,ther securities or shares of capital stock
n any other corporation or corporations,
4 or domestic
n any other corporations and to vote the
anne, and generally to do any and all
hings incidental or relating to the OBJ
ects aforesaid.
Article IV.-The capital stock of this
corporation is hereby fixed at the sum of
eighty One thousand ($S1,000OO) Dollars,
o be divided into eight hundred and ten
500 shares of the par value of One hun
Ired dollars each. of which three hun
Ired and ninety $500 shares shall be pre-
erred stock and four hundred and TWEEN
Y (t20) shares shall be common stock,
which shall be payable in cash or its
quivalent at the time of subscription or
nay be issued at not less than par in
payment of services rendered or property |
received by the corporation.
The preferred stock shall be entitled to
preferred dividends at the rate of eight
'er cent. per annum on the par value
hereof, to be payable out of the net pro-
It's which may be realized by the corpor-
tion, and said dividends shall be cumula-
i've.
No dividends shall be declared on the
ommOn stock unless and until all the
took shall have been paid. The holders
( preferred and common stock shall be
ested with the same voting power.
In the event of the liquidation, for any
eason, of the assets of this corporation,
he holders of Preferred Stock shall be
ntitled to be paid in full to the extent
( all unpaid accumulated dividends there
n, together with the par value OF their
fnal hafn hnlHar NJ 4
hall receive any dividend on the same
rom the assets in liquidation.
The Board of Directors hereinafter Gre
ted is specially authorized and empow-
red to issue all the preferred stock to J.
. Lanaiche and J. c. lie Bourgeois in
for certain real estate in her
lille Parish now owned by them, upon
UGH basis and at such appraisement as
the judgement of said directors may
e proper.
No shareholder of this Company shall
t any time offer his stock for sale, either I
rivately or in the open market, without
aying previously offered to sell such 1
.ock. at the lowest price he is willing to
ccept therefor, to the other shareholders
the Company, by means OF a written !
addressed to the President {
nd the yice-President of the Company,
the office of the Company in the City
I New Orleans, in the following manner
,-wit: Such officers upon receipt OF such
shall at once forthwith IN
.ruct the Secretary to mail within three
avs of the date of such offer, a notice '
idressed to each shareholder OF the Z
ompany, stating the number of shares S
, offered the price thereof, and call upon {
ich stakeholder to indicate, in writing,
thin three days of the receipt of such |
office, how much of said stock, IL any, J
e desires to purchase at said price. I
hould the total number of shares which I
lie various shareholders signify their de- {
re to purchase in reply to such notice
Iceed the number of shares offered for
lie, the shares offered shall be distribut- {
among the prospective purchasers in q
lch proportion as the number of shares [
lat each shareholder signifies his desire
purchase bears to the total number of 5
lares for which there are prospective i
Tered for sale not exceed the number q
lie shareholders signify their desire to .
nrchase, the offerer shall be at liberty I
dispose of such excess in such manner =
he shall see fit. :
No transfer of stock shall be binding !
pom the corporation unless made and re- r
,rded upon its books.
The amount to which the capital stock
this corporation may be increased Is
.reby fixed at the amount of Two hun
red thousand Dollars (2O0OOO.O0).
Article V.-A1l the powers of this cor
lration shall be vested in and exercised
y a Board of Directors composed of not O
SIS than three nor more than hye share C
Dlders and a majority shall constitute S
lorum for the transaction of all busi- U
aSs. S
A majority of the Board Of Directors 4
)ting at any time, in person or by writ a
N proxy, shall be required to pass any 2
or adopt any bylaws, which, 4
hen so passed or adopted, shall become h
aid corporate acts. Ir
The Board of Directors shall be elected d
1nually at general meeting of the
larphOldprS tO he held the first Mon | a