The herald., 1919-11-20
ACT OF INCORPORATION OF THE
JEFFERSON PRODUCTS COM
PANN, INC.

United States of America, State of Lou
iSiana. Parish of Orleans City of New
Orleans. BE il known. that on the 3lSt
day of the month of October in the year
of our Lord one thousand nine hundred
and nineteen, before me, Charles +.
Fletchinger, notary public, duly com
miSSioned and qualified in and Tor the
city of New Orleans. Parish of Orleans,
State of Louisiana, therein residing, and
in the presence of the witnesses herein
after named and undersigned, personally
came and appeared the several persons
whose names are hereunto subscribed, all
of lawful age and all residents of the city
of New Orleans, State of Louisiana, who,
availing themselves of the laws of the
State of Louisiana, particularly of Act
pa of the General Assembly of the state
of Louisiana for the year 1914, relative
to the organization of corporations, state
that they have Covenanted and agreed and
do hereby covenant and agree to form
themselves, as well as such persons who
NAV become associated with them or sue
coed them, into a corporation, for the OBJ
jects and purposes and under the follow
ing articles, to-wit:
ARTICLE THE name of this corpora
ton shall be jefferson Products Company,
Inc. and under said corporate name it
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, the
same to alter or break at pleasure; to
make all necessary rules and regulations
for its corporate management and con
troll; and il shall have and enjoy all the
rights, privileges and immunities which
are now or may hereafter he granted TO
! corporations of the same kind and char
| acter.
ARTICLE 1.-THE domicile of said cor
poration is hereby fixed in the city of
, New Orleans, State of Louisiana, and all
| citations and other legal process shall be
| served upon the president of said cor
poration. and in case of his absence, upon
! the secretary or treasurer.
! ARTICLE III-The objects and purposes
! for which this corporation is organized
| are declared to be- To do timber land
! and general lumber business in all of its
branches to purchase, lease, option, To-
! cate or otherwise acquire, own, exchange,
| sell otherwise dispose of, pledge, mort
| gage. hypOthecate and deal in lands, tim
| Der lands, real estate, water and water
| rights. and to work. explore, operate and
| develop the same; to erect build, repair,
maintain, purchase or otherwise acquire,
J own, exchange, sell or otherwise dispose
of, saw mills, saw mill sites. to control,
maintain and dispose of the same, or any
; rights therein or hereunder, and to man
/ ufacture, own, sell and otherwise dispose
of all lumber, lumber products, logs,
| cross ties and timber of all and every de-
| scriptiOn: to acquire and deal with water
and water rights; to improve lands for
| general and special purposes to acquire
| and operate plantations, factories and re-
| fineries and to sell and lease the same
| to purchase. sell, lease and operate grain
| elevators, canning factories. warehouses,
| stores and commssaries and to operate
| switch tracks. railroads, barge and boat
| lines in connection with any of the OBJ
| jectS and purposes for which this corpor-
! alton is formed to own, handle and con-
, troll letters patent and inventions. and
shares of stock of other corporations, and
to vote the stock owned by 1T the same
as natural person might do; to issue
bonds. notes and other evidences of in
| debtedness and to secure the payment of
| the same by mortgage, deed of trust, or
| otherwise; to act as agent, trustee, broker
| or in any other fiduciary capacity and to
| borrow and loan money; and generally to
| do and perform such acts and deeds and
transact such business as may be incl
dental or germane to any of the objects
and purposes herein set forth.
! ARTICLE Iv-The capital stock OF
said corporation is hereby fixed at the
| sum of ten thousand ($10,0OO) dollars
par value of one hundred (S100) dollars
| each. all of which shall be common
stock and the same to be issued for cash
| or in payment of property or services
actually received by or rendered to the
corporation.
At all meetings of stockholders, each
| stakeholder shall be entitled to one vote
for each share of stock standing in his
name said vote OF be cast in person or
by written proxy.
The parties hereto declare that they
have subscribed for the number of shares
of the capital stock of the said corpora
ton set opposite their respective names
so that this act of incorporation SHAH
serve as an original subscription.
| No transfer Of stock shall be binding
upon this corporation unless made and
recorded upon its books.
The amount to which the capital stoci
of said corporation may be increased j.
hereby fixed at the sum of one hundred
thousand (S100,000) dollars.
ARTICLE v-No present or futur,
holder of common stock shall ever sell
assign or transfer, other than by inheri
lance any of the capital stock of THU
corporation until the same shall hav'
naming holders of stock for the bench
of those who may desire to purchase tn
same though the Board Of Directors, 10
a period of ten days at fixed value.
| shall be the duty of the Board OF III
, rectors promptly on receiving an ore
J | of sale of any of the stock of the corpora
ton to communicate the same TO IN
, shareh olders. in writing. through IN
shareholder shall he entitled to purchas
; such proportion of the stock so onere'
for sale as the number of shares owne'
by him or her. at the time. bears to IN
number OF shares owned DIV MI othe
shareholders desiring to participate in tn
. purchase.
Il II said offer be not accepted by IN
other holders Of stock within the tim
, | above prescribed. then such shareholder
desiring to sell shall be entitled TO gel
i and transfer their stock to such perso
: or persons as he or she may see mt 10
, not less than the price at which he or sh
, has offered his or her stock to the othe
: shareholders. No sale under foreclosure
attachment or other process or by Virtu
of any power Of attorney. pledge
hypothecation shall be validity maze .
the stock of this corporation until IN
foregoing requirements have been com
!, nIied with by the person or persons, hrf
y or CORPORATION provoking such forecios
T ure or sale The provisions OF this III
y ticIe shall be printed upon the face
each certificate Of stock.
: ARTICLE VIAL the powers OF thl
II corporation shall be vested in and De g,
: ercised by a board of directors compose
A of not less than three nor more than nv
n shareholders and a majority shall const
!. tute quorum for the transaction or q
# business.
g. majority of the board Of director
r votiug in person shall be required TO pa
IS any resolution or adopt any by-a
IS which, when so passed or adopted, sha
become a valid corporate act.
It The beard of directors shall be eIects
e annually at general meeting OF Vi
= shareholders to be held on the hrst MO-
,e day in April. 1920 and on the same OF
n and month in each succeeding year, art
lie ten DAYS written notice mailed 10 ea'
II shareholder at his last known ADDRESS y
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