The herald. [volume] (New Orleans, La.) 1905-1953, 1919-08-14
CHARTER.

public or private corporations. and part.cu
larry to make all contracts and do all thing
| incident to the construction under contract O
: railroads. bridges, roads. highways and turn
} pixies. To drain, reclaim and improve sub
, merged, swampy or other lands, and 10 ii
/ and carry on a general dredging and dram
ing business and for that purpose to ONT
I and operate cons ;ruCting, dredging and drain
ing plants, consisting of machinery. dcrrcks
! vessels, engines, ears, wagons and property
of every class and description convenient OF
necessary thereto.
Section V. To carry on any other cuisines,
which under the law it may he entitled :,
carry on which may seem 10 the corpT atior
to be calculated, directly or indirectly, Il
effectuate the aforesaid objects or either OF
them, or to facilitate II in the transaction
OF its aforesaid business or businesses, O..
any part thereof. or in the transaction OF
any other lawful business that may he ca.
culated, directly or indirectly TO enhance the
value OF to render profitable any OF the
company's properties and rights; and gen
orally to hold and exercise all such inciden,
tai powers and privileges as relate to the
objects and purposes hereinbeiore set forth
as may be necessary, useful or couvenIJn,
for effectuating said oblcc-S and purposes
/ ARTICLE IV-The authorized capital
| stock OF this corporation is hereby fixed a.
five thousand ($5OcoO0 dollars. divided into
fifty shares OF the par value Of one hundred
tSlOOOOJ dollars each, all OF which shall be
| common stock, and the same may be issued
| for cash money, or In payment Of property
or services actually received by or render
ed to said corporation
This corporation shall commence business
| and EcI"~e going concern as SON a, FIVE
! Thousand dollars OF its capital stDck shan
| have been subscribed and paid i,r; said
stock shall be fully paid at the time of its
| issuance and thereafter worcestershire The
/ parties hereto declare that each subscribed
| Tor the number of shares of said capital stock
set opposite their respective signatures here
/ to, aggragating five thousand ($5OWOO dol
lars, the to be paid for in cash or in
! property or other chooses in action or notes
! OF the value satisfactory 10 the holders The
Board of Directors hereinafter created is
| specially authorized to dispose OF the stock
| Tor any and all Of the purposes above stated
| as in its judgment may seem fair and proper
| The capital stock OF this corporation may be
! increased or decreased, from time to time, to
| any amount not exceeding Fifty Thousand
| Dollars, in accordance with the provision Of
the law appertaining thereto.
| ARTICLE N.-All the powers of this cor
/ by Board of Directors composed OF not
| less than three nor than five stock
/ holders, the board may from time TO time
! determine, to be elected each year by the
! stockholders at the annual meeting; each di
| rector shall be bona fide stakeholder and
the first Board of Directors who shall serve
until the election to be held on the first
Tuesday in February, 1920, and until their
successors elected and qualified, with
y
T. Dusenbury, New Orleans - shares; A
b. Graces, New Orleans, - shares; Molle
| Captain, New Orleans. - shares; with A. I.
Dusenbury as President; A. b. Graves
Nice-President and Treasurer; and MOlle
Captain as Secretary.
On the first Tuesday in February, 1920
and annually thereafter, except when such
day shall fall on a legal holiday. then upon
the next following lay day, the stockholders
shall elect a board of directors fo- the en-
| Il. Il Ill
continue to hold over until their successors
are elected and qualified. The Board OF
Directors so elected sshall select from their
own number the officers of the corporation,
who shall be a President, a Vice President,
and shall also elect a Secretary and Treas
urer who may be members OF the board
not, the Directors may fit and any
two of said offices may be held by one and
the same person except those of President
and Vice President.
The election of directors shall be by bal.
lot, and the persons receiving the largest
number of votes shall be declared elected.
For electing directors or for any other pur
poses, each share of stock, whether present
or by proxy, shall be entitled to one vote.
majority of the votes cast shall be
quired to pass any resolution or decide any
question submitted to the stockholders,
cept for the alteration or amendment of this
charter or the dissolution of the corporation,
as hereinafter provided. The said Board OF
Directors shall have power and authority to
make all necessary rules and regulations TO-
the management, opration and control OF the
business of the corporation, as well as to
make all necessary rules and y-laws, with
power TO fill any vacancy occurring in their
number any vacancy occurring among the
officers OF the corporation. A majority OF
the directors voting at any one time, in per
son by proxy, shall be required to pass
any resolution or adopt any bylaws and
which, when adopted, shall become valid
corporate acts.
ARTICLE VI.-Notice of all meetings OF
stockholders for electng directors or for any
directed. shall be given in writing by the
Secretary, to be deposited in the mails at
least ten days before each meeting, directed
to each stakeholder at his last known ad
drss appearing upon the books of the corpora
ton. unless said notice is waived in writing
by all the stockholders appearing such
upon the books.
ARTICLE Widths act of Incorporating
may be modified, added to, changed o
amended. or this corporation may be dis.
solved by and the assent of the holders of
two. thirds in amount of its then outstanding
stock, given at a general meeting of the |
stockholders to be convened after ten days
prior notice, TO be given in one of the daily |
newspapers published in the City of New |
Orleans, in additional to the personal notice |
to each of the stockholders, as provided
Article vi of its charter, and such changes |
as may be made in reference to the increase
OF decrease OF the capital STOCK snail be |
preceded by such notice, delays and formali-
ties as are by law required. In event of the
dissolution of said corporation, either by lin
itation of its charter or otherwise, its al
fairs shall be liquidated by three commits
sioners, to be appointed and elected at a
special meeting called for that purpose, as
above provided, and who shall remain in of
flee until the affairs of said corporation shall
be fully liquidated; and in case of the deaf
Of one or more of said liquidators, the
vivors or survivor shall continue to act.
ARTICLE VIII.-No stakeholder shall be
held liable or responsible for the contracts
or faults of this corporation any further
sum that the unpaid balance due TO the cor
poration on the shares owned by him, nor
shall any mere informality in organization
have the effect of rendering this charter null
DR. of exposing a stakeholder to liability be-
yond the amount of his unpaid stock, If any.
Thus done and signed at my office, in the
City of New Orleans the day, month and
year first hereinabove written, in the pres
ence of ]. r. Graves and Irma L. Schmidt
witnesses, who hereunto sign
heir names, together with said appearers
md me, Notary, after due reading of the
whole.
Witnesses: J. R. Graves, Irma l. Schmidt
Original Signed A. T. Dusenbury, /
share; A. B. Graves, ! share; Mollie Captain, !
share; Gulf Land & Drainage Co., Inc, by !
4. T. Dusenbury, Pres, ~ shares.
(Signed) ARTHUR B. LEOPOLD,
Notary Public.
J. the undersigned Recorder of Mortgages,
n and for the Parsih of Orleans, State OF !
hereby certify that the above and !
oregoing act of Incorporation of Gulf Farm |