The herald., 1919-12-11
CHARTER

TO purchase, sell, tease ana operate gram
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 it the same
as a 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 ($l0,OO0) dollars
divided into one hundred shares of the
par value of one hundred $1,000 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 shall
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 stock
of said corporation may be increased is
hereby fixed at the sum of one hundred
thousand (S100,000) dollars.
ARTICLE V-No present or future
holder of common stock shall ever sell,
assign or transfer. other than by inheri-
lance, any of the capital stock of this
corporation until the same shall have
first been offered in writing to the re-
naming holders of stock for the benefit
of those who may desire to purchase tn /,
same. though the Board of Directors, for
a period of ten days at a fixed value. 1t
shall be the duty of the Board of Di-
rectors promptly on receiving an offer
of sale of any of the stock of the corpora
ton, to communicate the same TO the
shareholders. in writing through the
secretary of the corporation, and each
shareholder shall be entitled to purchase
such proportion of the stock so offered
by him or her, at the time, bears to the
number of shares owned by all other
shareholders desiring to participate i'll the
purchase.
II said offer be not accepted by the
other holders of stock within the time
above prescribed, then such shareholders
desiring to sell shall be entitled to sell
and transfer their stock to such person
or persons as he or she may see fit for
not less than the price at which he or she
has offered his or her stock to the other
eholderS. No sale under foreclosure.
attachment or other process or by virtue
of any power of attorney. pledge or
hypOthecation shall be validity made of
the stock of this corporation until the
foregoing requirements have been COM
or corporation provoking such foreclos-
ure or sale. The provisions of this ar
ticle shall be printed upon the face of
each certificate of stock.
ARTICLE VI-An the powers of this
corporation shall be vested in and be eX-
ercised by board of directors composed
of not less than three nor more than five
shareholders, and a majority shall cOnsti-
tute a quorum for the transaction of all
business.
A majority of the board of directors
voting in person shall be required to pass
any resolution or adopt any bylaw
which, when so passed or adopted, shall
become a valid corporate act
The board of directors shall be elected
annually at general meeting of the
shareholders to be held on the first Mon
day in April, 1920. and on the same day
and month in each succeeding year, after
ten days written notice mailed to each
! shareholder at his last known address APP
| pearing upon the books of the corporation
| unless such notice be waived in writing
| by all of the shareholders appearing as
such upon the books. The failure, how
| ever. from any cause to hold the annual
meeting of the shareholders or the failure
to elect directors thereat, shall not oper-
| ate the forfeiture of this charter, nor i'm
| pair the corporate management but the
| directors then in Office shall serve unit
| their successors shall have been duly
| elected. qualified and installed. Any va
cancy in the board of directors shall b'
| filled for the unexpired term by the re
manning directors.
The officers of this corporation shall
consist of a president, one or more vice
| presidents and a secretary and treasurer
| The Office of secretary and treasurer may
lac held by one and the same person un
| der the name secretary-treasurer; thu
| Office of president and treasurer, or presi
| dent and secretary, and vice president
| and treasurer, or vice-president and secre
| tary. may likewise be combined under thu
| names of president and treasurer, presi
dent and secretary and vice-president anC
| treasurer and vice-president and secre
tary.
| There may also be a general manager
| who may or may not be a member of thu
| Board OF directors.
The rst board of directors and officers
who shall serve until the annual meetine
| to be held on the first Monday in April
1920, shall consist of:
r. ID. Adams, 4129 Prytania street, New
Orleans, La, who shall be president ant
secretary.
w. n. Perkins. 2123 Coliseum street
New Orleans, La, who shall be vice
president
C. French. 10 Audubon Place, New Or
leans, La, who shall be treasurer.
ARTICLE vII-This act of incorpora
ton may be changed, altered or amended
or this corporation may be dissolved b.
and with the consent of the holders o
two thirds of the amount of its then out
standing stock, at a general meeting con
vened for that purpose, after thirty day
notice in writing mailed to each share
holders last known address and after nj
teen days publication in one of the dali
newspapers published in the city of NeN
Orleans, as prescribed by law.
If this corporation should be dissolve
by limitation or otherwise, its affair
shall be Iiquidated under the supervisio
of three commissioners to be elected at
general meeting of the shareholders con
/, vened for that purpose and after motto
as above provided In this article, an
they shall remain in Office until the nj
fairs of the corporation shall have bee
fully liquidated; and in case of the deaf
or disability to act of one or more of tn
, liduidators the survivors or survive
shall continue to act under the provision
, and in accordance with Section Thirt
Of Act 267 Of 1914.
ARTICLE VIII-No shareholder of thi
corporation shall ever be held liable q
responsible for the contracts or faults {
this cornoratton in any further sum tina