The herald. [volume] (New Orleans, La.) 1905-1953, 1919-08-07
CHARTER.


iarly to make all contracts and do all things
incident to the construction under contract OF
ra roads. bridges, roads, highways and turn
pixies. To drain, reclaim and improve sub
I merged swampy or other lands. and to do
and carry on a general dredging and dram
ing business and for that purpose TO own
and operate constructing, dredging and drain
ing plants, consisting OF machinery, derrlckS,
vessels engines, cars, wagons and property
of every class and description convenient or
necessary thereto.
Section V. To carry any other business
which under the law IL may be entitled 20
carry on which may seem TO the corporation
TO be calculated, directly or indirectly. to
! effectuate the aforesaid objects or either OF
/ them. or to facilitate il in the transaction
/ of its aforesaid business or businesses or
any part thereof, in the transaction OF
| any other lawful business that may be cal
culated, directly 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 lnciden-
! tai powers and privileges as relate 10 the
objects and purposes hereinbefore set forth
. as may be necessary. useful or convenient
for effectuatng said objects and purposes.
! ARTICLE IV.--The authorized capital
stock of this corporation is hereby fixed IL
five thousand ($5,00OOOl dollars, divided INFO
! fifty shares of the par value of one hundred
($lOOOO dollars each, all of which shall be
! common stock. and the same may he issued
for cash money, or in payment OF property
| or services actually received by render
ed to said corporation.
This corporation shall commence business
and tcoo"e a going concern as som a. five
thousand dollars OF its capital st,sk SHAH
stock shall be fully paid at the time Of its
issuance and thereafter worcestershire. The
parties hereto declare that each subscribed
for the number OF shares of said capital stock
set opposite their respective signatures here
to, aggragating five thousand (S5,O000O) dol
lars, the same to be paid for in cash or IN
property other chooses in action notes
of the value satisfactory 70 the holders. the
Board of Directors hereinafter created is
specially authorized to dispose Of the stock
for 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
any amount not exceeding Fifty Thousand
! Dollars, in accordance with the provision Of
the law appertaining thereto.
ARTICLE V.-All the powers Of this
poration shall be vested in and he exercised
by a Board OF Directors composed OF not
less than three nor more than five stock
holders, as the board may from TING 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 beSheld on the first
Tuesday in February, 1920 and until their
successors are elected and qualified, with
their postoffice addresses, follows: A.
T. Dusenbury, New Orleans --- shares;
b. Graces, New Orleans. = shares: MollIe
Captain, New Orleans, -- shares; with A. /.
Dusenbury as Presidents; A. b. Graves as
Vice-President and Treasurer; and Molie
Captain as Secretary.
On the first Tuesday in February, 1920,
and annually thereafter. except when such
day shall fall on legal holiday, then upon
the next following lay day, the stockholders
shall elect a board of directors fO- the en-
! suing year, the board already installed to
continue to hold over until their successors
| are elected and qualified. The Board OF
Directors elected sshall select from their
own number the officers Of the corporation.
who shall be a President, a Vice President,
, and shall also elect Secretary and a Treas
urer who may be members of the board or
not, the Directors may see tit, and any
two of said offices may be held by one and
{ the person except those OF President
> and Vice President.
The election of directors shall be by bal
/. lot, and the persons receiving the largeSt
t number of votes shall he declared elected
, For eleCiing directors or Tor any other pur
; poses each share of stock, whether presen
or by proxy, shall be entitled to one vote
n A majority Of the votes cast shall be re
= quired to pass any resolution or decide any
= question submitted TO the stockholders, eX
. cept for the alteration amendment of TIM
+: charter or the dissolution of the corporation
as hereinafter provided. The said Board o
; Directors shall have power and authority II
make all necessary rules and regulations -
y the management, opratiOn and control of tnt
!, business OF the corporation, as well as L
u make all necessary rules and bylaws wit!
power to ill any vacancy occurring IN thel
q / ruu1ber any vacancy occurring among INT
u officers of the corporation. A majority o
. the directors voting at any one time, IN per
: son or by proxy, shall be required to pas
i any resolution adopt any bylaws an'
- which, when so adopted, shall become Vali'
corporate acts.
ARTICLE VI-Notice of all meetings o
h stockholders for electing directors or for am
I other purpose, except as may be hereinatte
; directed. shall be given in writing by th'
i Secretary, to be deposited in the mails a
' 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 as Sucl
upon the books
r ARTICLE Widths act of incorporation
e may be modified, added to, changed o
. amended, this corporation may he dis
l. solved by and the assent of the holders Of
= two thirds in amount of its then outstanding
5 stock given at a general meeting OF the
/, stockholders to be convened after ten days
r prior notice, TO be given in one OF the daily
e new papers published in the City OF New
S Orleans, in additional to the personal notice
y to each of the stockholders. as provided
+ Article vi of its charter and such changes
d as may be made in reference to the increase
r or decrease of the capital stock shall be
5 preceded by such notice, delays and formali-
+ dissolution Of said corporation, either by lin
t tation Of its charter otherwise, its al
+ fairs shall be lqudated by three commits
S sioners, to be appointed and elected at
. 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 of the dealt
d of one or more of said liquidators, the sur
+ vvors 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
v sum that the unpaid balance due to the cor
poration on the shares owned by HIM, MOI
shall any mere informaity in organization
: have the effect of rendering this charter nul
: or Of exposing stakeholder to liability be
/, vond the amount of his unpaid stock, II any
II Thus done and signed at my office. in thu
n CITY OF New Orleans, on the day. month an'
{. | year first herenabove written, in the pres
ence of J.. X. Graves and lrma L. Schmidt
! competent witnesses, who hereunto 'slgi
'r their names, together with said, appearer
!, and me, Notary, after. due reading OF IN
II whole.
Witnesses: J. R. Graves Irma L. Schmidt
II Original Signed A. T. Dusenbury,
o share; A. B. Graves, share; Mollie Captain
5. | share; Gulf Land & Drainage Co, lnc' D.
); A. T. Dusenbury, Pres, shares
II (Sgned) ARTHUR B. LEoP0LD.
, Notary Public
= |. the undersigned Recorder OF Mortgage
:, in and for the Parsih of Orleans, State o
- Louisiana, hereby certify that the above an
- ! ? ~ ;pcornorattau of ''(rult Faru