The herald. [volume] (New Orleans, La.) 1905-1953, 1918-03-07

Orleans.
the month of February. in the year of our
Lord one thousand, nine hundred and
eighteen, and of the Independence of the
nlted states of America, the one hun
+. tletchinger. 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 Drpsenca of
the witnesses hereinafter named and un-
derSiSned Personally came and appeared :
the several persons whose names are here
unto subscribed, who severally declared
that. awaiting themselves of the laws of
the State of Louisiana in such cases made
and provided, and particularly Act No
261 of the General Assembly of the State
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 Il corporation for the objects
and purposes and under the following ar
ticleS. tO-wit:
Article 1.-The name of this corporation
shall he "Landaiche Company, Inc and
as such, shall have succession for ninety
nine years, unless sooner dissolved. and
snail have power to contract, sue and be
sued: to make and use a corporate seal.
and the same to alter or break at 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 ut pleasure and
generally, to exercise all powers that are
conferred or may hereafter he conferred
on corporations of the same kind and
Article 1.-THE domiciIe of this cor
pOratiOn shall he in tn" City of
New Orleans, Parish of Orleans. State
of Louisiana, and all citation or 9th
or legal process shall he served upon the
President. of said corporation and in the
case of his absence. upon the Nice-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 he car
ried on by il 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 products of every nature and descrip-
ton. and to buy, store. sell or otherwise
deal or traffic i'll the same, either at
wholesale or retail.
To hire. lease. purchase, own and Oper-
ate farms and plantations, live stock. ma
boats, ears and other property
necessary or incidental thereto. and in
Herewith, to establish n gen
eral mercantile and planting business in
the State of Louisiana and elsewhere.
To acquire and hold, by purchase, lease
or otherwise, property. real and personal,
and to sell, lease, mortgage, pledge or
hypOthecate the same: to borrow money,
to draw, make and endorse bills of eN-
change and prOmiSSOry notes and issue
bonds; to buy, lease. rent, erect, con-
Struct, maintain and operate buildings nee
pSsary or incidental to the business here
In contemplated.
To sell assign. transfer, mortgage.
pledge or otherwise dispose of bonds or
other securities or shares of capital stock
Or any other corporation or corporations, |
whether foreign or domestic, to own
in any other corporations and to vote the |
same, and generally to do any and all
things incidental or relating to the OBJ
jectS aforesaid.
Article IV.-The capital stock of this |
corporation is hereby fixed ut the sum of |
Eighty -One thousand SS1.O00O0D Dollars, |
10 be divided into eight hundred and ten |
(S10) shares of the par value of One hun |
bred dollars each. of which three hun |
bred and ninety (39O) shares shall be pre- |
Ferred stock and four hundred and TWEEN |
" 600 shares shall be common stock. |
which shall be payable in cash or its |
equivalent at the time of subscription or |
may 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 |
per cent. per annum on the par value
its which may be realized by the corpor-
ltion, and said dividends shall be cumula-
i've.
No dividends shall be declared on the
cumulative dividends on the preferred
stock shall have been paid. The holders
If preferred and common stock shall be
'ested with the same voting power.
'eason, of the assets of this corporation,
he holders of Preferred Stock shall be
Untitled to be paid in full to the extent
If all unpaid accumulated dividends there
IN. together with the par value of their
took, before any holder of common stock
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.
T. Lanaiche and j. e. lie bourgeois In
for certain real estate in lber-
lille Parish now owned by them, upon
uch basis and at such appraisement as
n the judgement of said directors may
No shareholder of this Company shall
t any time offer his stock for sale, either
privately or in the open market, without
laying previously offered to sell such
took. at the lowest price he Is willing TO
ccept therefor, to the other shareholders
# the Company. by means of written
addressed to the President
nd the Vice President of the Company.
t the Office of the Company in the city
f New Orleans. in the following manner
o-wit: Such officers upon receipt of such
shall at once forthwith in
truct the Secretary to mail within three
lays of the date of such offer, notice
10 PaCH VI bhc
company, stating the number of shares
o offered the price thereof. and call upon
ach stakeholder to indicate, in writing,
within three DAYS of the receipt of such
otice. how much of said stock, If any,
e desires to purchase at said price.
hould the total number of shares which
he various shareholders signify their de-
ire to purchase in reply to such notice
xcaed the number of shares offered for
ale, the shares offered shall be distriDut-
d among the prospective purchasers In
UGH proportion as the number of shares
o purchase bears to the total number OF
hares for which there are prospective
purchasers; should the number of shares
ffered for sale not exceed the number
he shareholders signify their desire 10
purchase, the offerer shall be at liberty
o dispose of such excess in such manner
S he shall see fit.
No transfer of stock shall be binding
non the corporation unless made and re-
Orded upon its books.
The amount to which the capital stock
f this corporation may be increased is
ereby fixed at the amount of Two hun
red thousand Dollars (2OOOOO.OO).
Article V.-All the powers of this cor
oration shall be vested in and exercised
" a Board of Directors composed of not
ass than three nor more than five share
olders, and a majority shall constitute a
Quorum for the transaction of all busl-
less.
A majority of the Board of Directors
citing at any time, in person or by writ
en- proxy, shall be required to pass any
esolution or adopt any bylaws, which
when so passed or adopted, shall become
aid corporate acts.
The Board of Directors shall be elected
nnually at a general meeting of the
to be held on the first Mon
lay in January. 1919 and on the same