The herald. [volume] (New Orleans, La.) 1905-1953, 1918-08-08
CHARTER

| consolidate with and enter into agreement
| and cooperative relations not in contraver
ton OF law, with any person or person
firms, associations or corporations. govern
mental municipal OF otherwise, in and abOy
the carrying on and accomplishment OF a
| or any OF the purposes OF the COMPANY:
hereinafter set out; 70 name and appoir
such managers and directors officers an
agents, the interest and convenience q
said corporation may require; and to max
and establish, as well as alter and amen
at pleasure, such bylaws. rules and regula
tons tor the management and regulation q
the affairs Of the corporation as may b
necessary, proper or convenient
ARTICLE 1.-the d1micile Of this cor
poratlon shall be in the Parish Of Orleans
State OF Louisiana, and all citations or othe
legal process shall be served upon any o
the Officers Of the corporation.
| ARTICLE III-The objects and purpose
for which this corporation is organized. an,
the nature OF the business to be carried OF
| by II, are hereby declared to be: to buy
/ sell and deal in all sorts Of cotton and cot
| ton products, cotton bagging and cotton ties
| for its own account and the account Of other,
on commission, and as agent or outright, a
| any point or points within the United
States or abroad; for export or other domes
| tic purposes; to carry on business in the
United States, or elsewhere, as factors
| agents, commission merchants, merchants
| IN all sorts OF cotton, cotton products, cotton
bagging and ties, and in all sorts of agri.
cultural products and commodities and sup
plies. or materials connected Herewith; to
acquire and hold, sell, cucumber or dispose
OF stocks and bonds of other cOrnpanies "a
the extent permitted by law: TO hold stock
IN other companies; to exchange its entire
capital stock, or any par thereof, for prop
erty which It Is authorized to acquire, or
10 exchange its entire assets and business
or any part thereof, for property, stocks.
bonds or other obligations of other compan-
les; and generally, to do all such acts or
things as may be necessary, proper or con-
yenient for the accomplishment of any of
the foregoing objects and purposes.
ARTICLE lN.-The capital stock of this
corporation is hereby fixed at the sum of
Fifty Thousand Dollars (S5O,OOOU), divided
into Five Hundred 900 shares of the par
value Of One Hundred Dollars $4,000 per
share. The amount of the stock may be in
creased to Five Hundred Thousand Dollars
tS5OOO0oO0. The whole or any portion OF
said stock shall be paid for in cash, or il
may be issued and delivered to any person
firm or corporation for the acquisition OF
the rights, privileges or property owned or
controlled by such person, firm or corpora
ton, for the fair value thereof as appraised
by the Board of Directors and the Board
Of Directors hereinafter created is specially
authorized TO issue and dispose of the stock
at not less than the par value, for any and
all purposes as in its judgment may seem
fair and proper
ARTICLE V.-All the powers of this cor.
poratIon shall be vested in and exercised by
Board composed OF not Qess than five
90, nor more than seven CD directors (The
precise number of directors within said limit
shall he fixed by the vote Of the stOckhold-
ers at the annual meeting, or at a special
meeting called for that purpose) Said Board
of Directors shall be elected annually by
ballot, at a stockholders meeting called for
that purpose the second Monday in July
Of each year, (or the next legal day. if that
be a holiday after due motive given to the
stockholders by mail, at least fifteen days
before the date of said meeting. Each hold
er of stock shall be entitled to one vote
for each share OF stock standing in his name
on the books of the company, said vote to
be cast IN person or by proxy and the ma
Jorlty OF the votes cast shall elect. The
Board of Directors shall have the power to
fill all vacancies which may occur or in any
manner arise or be created on the Board
even though no quorum remain at the time
such vacancies are TO be filled. Failure to
elect directors on the day above specified
directors then in office shall remain in Of
flee until their successors are elected and
qualify. The Board shall elect from their
number President, a Nice-President,
urer; provided that the Board may dispense
with any of said officers, may combine
any of them, or may electe such other off
GERS (who need not be members of the Board
or st0ckhol ders) as think proper or convent
ent for the carrying on of the Company's
business, and they shall fix the salaries of
all officers, agents and employees At any
meeting of the Board OF Directors, any di.
rector absent from the meeting may be rep
resented by any other director, who may
cast the vote of the absent director accord
ing to the written instructions, either gen
eral or special, of said absent director The
Board of Directors shall have authority to
make and establish, as we'll as alter and
amend, all bylaws, rules and regulations
necessary and proper for the support and
management Of the business and affairs of
the corporation and not inconsistent with this
charter; and they shall have power to au-
thorze the borrowing of money and the is
suance of notes and the execution of mort
cages and pledges, and generally to do all
things necessary or convenient for the proper
carrying on of the business the corpora
ton.
Until the general meeting of the stock
holders for election of directors to be held
on the second Monday of July. 1919, or until
their duly qualified successors are elected
and installed, the Board of Directors shall
be composed of Norman Mayer, address S3o
Gravier Street, New Orleans, La; Chas. E.
Levy, address $50 Gravier Street, New Or
leans. La; Albert S. England. address $50
Gravier Street, New Orleans, La; Simon J.
Shlenker, address $50 Graver Street, New
Orleans, La; NJ. James Levy. address $50
Gravier Street, New Orleans. La; Monroe
Scheuer. address $50 Gravier Street, New Or
leans, La; and T. S Adams, address Mus
kogee. Okla OF these Albert s. England
sldll Dc ITtSlQenls ollnOn j. Snlenker. VICE
President; T. 6. Adams, General Manager
and NJ. James Levy. Secretary and Treasurer.
ARTICLE VI-This act of incorporation
may be changed, modified Or amended, or the
corporation dissolved. by a vote of two-thirds
of the entire capital stock present or repre-
sented at a general meeting of the stock
holders convened for such purpose. after pre-
vious notice shall have been given in the
manner above required TO be given of the
annual meeting of the corporation.
ARTICLE VILE this corporation shall
be dissolved, either by limitation or from
any other cause, its affairs shall be liqui-
dated by three commissioners to be appaint-
ed at the meeting of stockholders convened
for the purpose of liquidation, and 10 be
elected by the vote of all the stockholders
voting upon parity. Said hquidators shall
remain in office until the affairs Of the cor
poration shall have been fully settled and
liquidated. and they shall have full power
and authority TO transfer and give title 10
all the property and assets of the corporation
and to distribute the proceeds. In case of
death. disability resignation of one or
more liquidators, the vacancy shall be filled
by the survivor or survivors
ARTICLE VIII-No stakeholder shall ever
be held liable or RESPONSIBLE for the con-
tracts or faults Of said corporation in any
further sum than the unpaid balance due
on the shares Of stock owned BY him, nor
shall any mere informality in Organization
have the effect of rendering this charter null