The herald., 1919-04-17
CHARTER

company,
for its domcle is hereby declared to be
the City Of New Orleans, State of Louis
lana, and under said corporate name this
corporation shall have the right to sue and
be sued and to contract, and shall have all
the powers. rights and authority conferred
by the laws OF the State of Louisiana or
corporations of its kind and character, and
shall have and enjoy succession for a period
Of ninety nine (99) years from and after the
date OF this Act
ARTICLE 1.-THE objects and purpose.
for which this corporation is established and
the nature of the business to be carried or
; by it are declared and specified to be tc
carry on a general importing and exporting
business; 10 buy, sell, or otherwise deal in
prepare, manufacture, and handle cotton
cotton goods cotton seed products, grain
bran. oils and fats and all kinds Of mer
chandise OF every character whatsoever; &c
buy, sell, own, handle, manage, operate and
charter vessels and water craft OF any de
scripton; TO act as brokers in connection
with any shipping or transportation bust
ness, and 70 act stevedOres; to buy. SELL
own, lease, conduct and manage public OF
private warehouses, wharves or docks; to
buy, sell own, or otherwise deal in @:
handle stocks, bonds securities of all
kinds and generally to engage in any
business affairs incidental or germane to
the objects and purposes hereinbefore specl-
fcally expressed; and this corporation shall
have power and authority to conduct any
| and all business either for its own account,
. or the agent representative of others
on commission, brokerage, or other basis OF
. compensation. The President, or in case Of
! his inability to act, of the Vice Presi-
dents Of the company shall be the proper per
son upon whom citations or other legal pro-
. cess shall be served.
! ARTICLE III.-The capital stock of this
corporation is hereby fixed at the sum of
/ Two hundred and fifty thousand (S250,00O
/ Dollars divided into twenty-five hundred
] l25oO shares Of the par value of One Hun
J bred (SlCOoO Dollars each which stock shall
: he full paid and non assessable at the time
/ Of the issuance.
No present or future stockholders shall ever
validIy sell assign or transfer, other than
/ by inheritance, any of the capital stock OF
/ his corporation until the same shall have
been first offered TO the remaining stock
I holders for the benefit Of those stockholders
who may desire to purchase the same through
! the Board OF Directors, for the period of ten
/ days, at the book value Of such stock, as
shown by the books of this corporation on
the 3lst day of May last preceding the
/ date OF such offer 1t shall be the duty Of
/ the Board OF Directors promptly upon re-
| ceiving an offer Of sale OF any OF the stock
| Df this corporation to communicate the same
TO the stockholders in writing; through the
/ Secretary of the Company. and each of the
| stockholders shall be entitled to purchase
| such proportion Of the stock offered for
f. sale as the number OF shares owned by him
at the time bears to the number of shares
owned by all other stockholders desiring to
| participate in the purchase. No sale under
| foreclosure attachment other process, or
! by virtue of any power or attorney, pledge,
| Of hypothecation shall be validity made of
any of the stock of this corporation until
| the foregoing requirements have been com
| piled with by the person persons, firm or
! corporation provoking such foreclosure or
! sale. The Board of Directors shall have au-
thority, however, to waive the above require
ments to any partiular hypothecation or
pledge of stock, by resolution adopted at
regular called meeting of the Board Of Di-
rectors. such resolution being adopted in
advance OF the pledge or hypothecations.
! ARTICLE IN.-The business and affairs
Of this corporation shall be managed and
conducted by a board of directors to be
| composed of not less than three more
than seven stockholders las may be deter
minded at each annual meeting for the en-
suing year. such directors to be elected by
ballot at the annual meeting OF stockholders
on the first day of June of each year, I'M
less the same be a legal holiday, when the
| annual meeting shall be held on the next
business day thereafter Immediately after
each annual meeting ten Board of Directors
| shall proceed to elect from thr own number
| a president, one or more Vice Presidents, and
a Secretary Urea surer, and shall elect or
! appoint such other officers and employees as
| may be necessary in their judgment for the
proper conduct of the business of the cor
| poration; thew shall fix the salaries of all
! right to dismiss them at pleasure. All of
the corporate powers o fths corporation shall
he vested in and exercised by the said Board
Of Directors. They shall have full power to
| fill all vacancies in their number arising
from any cause. majority of the board
! shall constitute quorum for the transaction
| Of any and all business. Notices of stock
holders meetings shall be given not less
! .han fifteen DAYS in advance thereof in
writing addressed and mailed to each stock
! holder NJ his last known address Each
| share of stock may be voted by the stock
! holders in person, or by nroxv, and shall
| be entitled TO vote. The Board of Di-
rectors NAV adopt such bylaws for the gov
! eminent of the corporation may seem to
them advisable, and may amend or cancel the
same at will. At all directors meetings the
directors may vote by proxy effectually
and validity as though present and acting in
person.
That in all other respects the said original
charter is to remain in force and effect as
heretofore adopted all as will more fully
appear by reference to the proceedings had,
and the vote taken thereon at the meeting
of the stockholders aforesaid. duly certified
copy of the minutes thereof being attached
to and made part hereof Said appearers
further declared that, as will appear from
the aforesaid minutes of the meeting of stock
holders of said corporation. they were au-
thorized, empowered and directed to appear
before a Notary Public for the purpose OF
executing in authentic form the amendment
Of the said Articles One %, Two (2), Three
90 and Four ca of said charter, any they
do appear before me, said Notary, for
the purpose of carrying out and giving effect
to the resolutions adopted by the stock
holders, amending the charter of said cor
poration in the particulars hereinabove men
toned and set forth, and to cause the said
amendment to be recorded and published as
required by law. to serve and avail as the
future may or shall hereafter require
Thus done and passed at my office in
the City of New Orleans, on the day, month
and year first hereinbefore written, in the
presence of Messrs. John D. Miller, and
Francis Eisler, competent witnesses who
hereunto sign their names, together with the
said appearers and me, Notary after due
reading of the whole.
Witnesses: John d. Miller, F. Eisler.
! Original Signed Chr. G. Hansen, Presi-
dent; Oscar Reeh, Secretary.
CHAS. F. FLETCHINGER,
Notary Public.
cages in and for the Parish of Orleans. State
OF Louisiana, do hereby certify that the
above and foregoing amendment to the Char
ter of The New Orleans Export Company
Limited, was this day duly recorded in my
| office, IN Book 1928. Folio -
New Orleans, La, March 10. 1919
| (Signed) EMILE ]. LEONARD, DIV. R
| L, the undersigned. Notary Public, hereby
| certify. that the above and foregoing is
| true copy of the amendment to the Charter
| OF The New Orleans Export Company Limit
| ed, as the same now appears on file and
OF record in my office.