The herald., 1919-05-01
CHARTER

poration shall be in the city OF New Or
leans, State OF louisiana, and all citations
and other legal processes shall be served
upon the President, or in the event OF MS
! absence or inability to act, then they shall
be served upon the Vice President, who Is
acting President, OF said corporation, anu IN
the event OF his absence OF inability TO act,
| then upon the Secretary-Ircdsurcr.
ARTICLE III-The objects and purposes
| for which this corporation Is organized and
the nature OF the business to be carried on
by it, are hereby declared to be: to own,
possess lease, sell, operate and work mines
of any and all kinds; and 10 own, lease
suitcase, buy and sell lands, timber, tur-
pentine, turpentine stills, sawmllls, planlng
mills, etc: and all the by-products OF TIM
Der; to operate, establish and lease turPen-
tine stills or anything connected therewlth ;
to own, build operate and lease railroads,
tram-ways, steam vessels, sailing vessels,
or any nature of water craft that may be
necessary in connection with its business,
and to operate, sell or lease same; to en-
gage in or conduct a general mercantile
business, both wholesale and retail, at any
point or points desired. and to operate, buy,
sell or lease same; to manufacture machinery
or any kind of implements; to conduct, buy,
sell, lease or deal in agricultural property
to engage in the raising of live stock, or to
deal in same; and to operate, own or lease
any kind of manufacturing plant or bust
ness. not specially prohibited by law; 10 act
as Agent or Attorney-in-fact for individuals
or corporations, and such 10 conduct any
kind Of business for persons or corporations,
and buy and sell on commission or otherwise,
and conduct a general commission business;
and generally TO do and perform any and
all acts or business not contrary 10 the
laws of the State Of Louisiana; and all the
rights herein granted may be exercised, and
business conducted, at any place or places
that the said company may see fit so to do,
without any restrictions whatever as to
States or Countries.
ARTICLE IV.-The capital stock Of this
corporation 'is hereby fixed at the sum of
Fifty Thousand Dollars (S50OIOOO. divided
into five hundred $500 shares Of One Hun
dred Dollars (SlG0OO each. which said
stock shall be paid for in cash or its equiva-
lent, at such time and in such manner as
the Board OF Directors may determine, or
may be issued at par in payment Of property
, actually purchased and such stock 50 is.
sued shall be full paid and non assessable
All in conformity with and under the re-
strIctIons OF the presently existing corporate
laws OF Louisiana. This corporation shall
be authorized to commenSe business and be
going concern as soon as fifty per cen,
t5OFo) of its capital stock is subscribed and
paid Tor. The shares Of stock shall be
transferable only on the books of the cor
poration and no transfer of stock shall be
: binding or have any effect on this corpora
ton unless and until made upon its books
ne capital stock OF this corporation NAV b,
increased to an amount Of One Hundred Thou
vote
thirds OF all the outstanding stock at ;
e meeting OF the stockholders called for tina
= purpose in the same manner as provided TO
: the meeting to elect Directors.
i ARTICLE N.-All Of the corporate power
4 OF said corporation shall he vested in an,
e exercised by a Board Of Directors compose,
d Of not less than three nor more than five
/ stockholders. Said Directors shall be elect
+ ed annually on the third Monday in Tanu
: airy, in each year at a general stockholders
i-11Pn inc +t,A 81
c this Charter, who shall hold their office
= until the third Monday in January. 1920
d and until their successors are elected
i All such elections shall be held by ballo
d and conducted at the office OF the corpora
/. ton. Notice Of such meeting and Of all othe
u stockholders meetings shall be given in tn
Il manner prescribed by law, and when not $
/ prescribed, then written notice Of such meet
/ ings shall be deposited, at least fifteen as
Y DAYS prior TO the date of such meeting. il
e the post office of the City Of New Orleans
Il addressed 10 each stockholder at his las
e known residence or place Of business.
/ At all such elections and at all corporat
: meetings every stockholder shall be entitle
/ to one % vote for each share OF stock stand
}. ing in his name on the books Of the corpora
Il ton. to be cast by hing in person or by hi
e written proxy, and a majority of the vote
/ cast shall elect. Any vacancy occurring
6 among the directors by death, resignation o
u otherwise, shall be filled by election 70
/, the unexpired term by the remaining drec
II tors. failure to elect directors on tn
day above specified shall not dissolve tn
y corporation nor impair its corporate exist
h ence or management. but the directors the
lie in office shall remain in office until thel
= successors are elected and qualified.
/ The Board OF Directors shall elect Presi
l. dent, and one or more Nlce-Presdents, an
lie la Secretary Treasurer. The President an
II Vice Presidents shall be stockholders an
h Directors OF the Cooperation, but the Secre
Y tary Treasurer may or may not be a ID
+ rector or stockhoder, at the discretion q
ID the Board of Directors. The number of ID
N rectors shall be determined by the stock
'e holder at each annual meeting, and the nun
TT Der OF Vice Presidents shall be determine
r each year by the Board Of Directors.
or The Board of Directors shall have powe
l and authority to appoint such agents, mar
y ayers, officers and other employees neces
N sary in their judgment to conduct the bus
I ness of the Corporation, and to give to sue
+ agents, managers, officers and other Ell
lie ployees as much authority as they ma
y deem necessary for the purposes and bus
III ness Of the Corporation. The Board sha
&c have the power 10 fix the cOmpenSatlOns an
a. define the duties OF every officer and en-
III ployee and all agents manager:, officer
Ie and other employees shall hold office an
"A | employment at the pleasure OF said Board.
III The Board may make and establish,
Nc well as alter and amend, any and all by
I laws, rules and regulations necessary an
proper in its judgment for the conduct SUI
W port and management of the business an
ne affairs of said corporation. At all meeting
Ell Of the Board Of Directors each director sha
gh have the right to appoint a proxy to az
es in his place and stead. the person so appoin
no ed need not be a Director but must be
Id stakeholder.
1g The Board shall have full power and al
thority to borrow money, execute mortgage
J, and create liens; to issue bonds, notes an
other obligations and to secure the san
by mortgages, pledges or otherwise ;and, get
orally to do any and ali things REASONABLE
convenient and necessary for the proper ca
rying on of the business and affairs
- said corporation. The first Board of d
Of rectors shall be composed of Walter b. CT
We lican, Buckner Chipley, and Lynn II. Di1
r. kins, whose present addresses are set opp
A. site their respective names to the subscriI
r. ton to the capital stock of this corporation
The Board of Directors shall at its fir
meeting elect the officers of this Corpor
ton, in accord with the terms of this Cha
ter.
ARTICLE VI.-Whenever this corporate
ng shall be dissolved, either by limitation
81 from any other cause, its affairs shall
liquidated by three commissioners TO be a
pointed from amongst the stockholders
general meeting of the stockholders col
vened for such purpose; two-thirdS in amour
- of the capital stock of said corporation re
resented at said meeting shall be requis
to elect. Said commissioners shall renal
in office until the affairs of said corporate
IS shall have been fully liquidated In ca
Il