The herald., 1920-03-04
CHARTER.


The several persons whose names are
hereuntO subscribed, who severally de-
clared that. availinc themselves of the
laws of the state of Louisiana, IN such
eases made and provided, they have cove
nanted and agreed, and they do, by theSt
presents, covenant and agree ana Dlnd
themselves, as well as all such persons
who may hereafter become associated with
them, to form a corporation for the OBJ
iectS and purposes, and under the articles
and stipulatiOns following, to-wit:
ARTICLE THE name of this cOrpor-
alton Shall be: The Warren Purchasing
and Export Company, Incorporated, ana
under its said ]COrporated name. IL shall
have power and authority to have and
enjoy corporate existence and succession
for the full term and period OF ninety
nine 500 years from and after the date
hereof to contract, TO sue and be sued
and TO make and use a corporate seal
and the same to alter and break at pleas
ure: to hold. receive, lease, purchase and
convey, as well as mortgage and hypOthe-
cate property, real and personal ana
mixed, corporal and incorpOreal; to name
and appoint such managers. agents. di-
reCtOrS and officers As its business ana
interest and convenience may require. ana
to make and establish. as well as alter and
amend, from time to time, such bylaws,
rules and regulations for the proper gov
eminent Of the affairs of said corporation,
as may be necessary md proper.
ARTICLE 1.-THE dOmicilc of this cor
pOration shall be in the city of New Or
leans, state of Louisiana. and all citations
or other legal process shall be served upon
the president of said corporation. or In
the event of his absence. upon IN" wee
president. and in the absence of both
said officers. upon the secretary ana
treasurer of said corporation.
ARTICLE llI-Thc objects and pur-
poses for which this corporation IS or
! ganized and established, and the nature
of the business to be carried on 10y it are
hereby declared TO he: TO manufacture eN-
port. import, buy. sell and generally deal
in gods. wares. merchandise and property
Of every class ana description; to act as
buying and selling agents for foreign and
domestic concerns; TO act as manutactur-
cr'S agents and distributors for both for
pign and domestic merchandise: and 20
act as forwarding and receiving agents
for imports and exports: to act for. OPP
crate or own transportation lines of what
>oeyer nature or character. either domeS-
tic, foreign, or international to act as
financial agents for both foreign and DO
nestle concerns with the right TO receive
deposits to apply against purchases or
subject to check to buy and sell domcS-
tic and foreign exchange; to act as cor
respondents or agents of insurance com
panirS. either domestic or foreign; 70 ap-
ply for and obtain trade marks, patents
or copyrights for its own products. or as
agents for others: to buy and sell on
commission. and to act as brokers repre-
Senting other concerns; to make all kinds
of contracts, either in the United States
or foreign countries in connection with
any interest in which this corporation may
be concerned to ask for and obtain con
r~eSSiOns in foreign countries for indus
trial or mercantile enterprises, and 20
carry ont the terms of such concessions
to acquire stock in, or finance other cor
DOratiOnS i'm which il may become inter
ested. 10 establish offices or connections
in any part of the United States. or "a
foreign countries; and generally, TO %
and perform any act necessary TO carry
on the business of domestic and inter
! pnfinngl trading and all InlnNS npTIl
nent and incident thereto, in order "a
carry Ous and execute the objects and
purposes of this corporation.
ARTICLE lN-Thc capital stock OF tins
corporation j. hereby fixed at the sum ot
ten thousand and O0-lOO I$1O.000.OO) dol
lars. divided into and represented by one
hundred 900 shares of stock of the pa
value of one hundred and 0O-1OO 100000
dollars each said stock shall be paid fol-
i'm cash. or same may be issued at not les
than par for labor done or services per
formed for said corporation, or for prop
erty or rights actually received by SAID
corporation.
ARTICLE V-Five thousand and 90 Ion
Isl. 0OO.0 0) dollars of the stock of this cor
p%OratiOn has been subscribed for at thu
time of the passing of this act of incOr
pOratiOn; and this corporation shall be
come n going concern. and shall be au
thOriZed to commence business as soon a
twenty-five hundred and G-1O0 tS2.5O0.O0]
dollars of its capital stock shall have beer
paid for. either in cash. or for property
or rights actually transferred to il.
ARTICLE VI-The capital stock of this
corporation may be increased to the sun
of fifty thousand and OO-lOO (SJO.OOO.OO|
dollars, by a vote of twO-thirdS of all o.
the stock at a meeting called for thai
purpose.
ARTICLE VII-An the corporate pow
erS of this corporation shall be vested il
and exercised by a Board of Directors
composed of four stockholders, two o
\ whom shall constitute a quorum for tn
, transaction of business.
William l.. $. Gordon of New Orleans
r Louisiana; William F. Coleman. of Carol
r ton, Georgia and James ID. Williams o
! New Orleans, Louisiana, shall be member
of the first Board of Directors: and tn,
2 fourth member of the first Board of hi
, %rectors shall be elected at a special meet
ing of the stockholders called for tina
purpose.
The first Board of Directors shall serv
until the second Monday in March o
1921. after which time the directors shall
+ he elected annually by the stakeholder
: at a meeting called on the said secon,
> Monday in March of each year; sal,
meeting of stockholders to be preceded b,
Q fifteen days notice, in writing, sent T.
r each stakeholder at his or her last know
place of residence. Each stOckholder shall
he entitled, in person or by proxy, to on
vote for every share owned by him o
her; all elections shall be held under sucl
rules and regulations as may be deter
! mined by the Board of Directors. TIL
:. NAA''NNAsf "hNh tlfNlths sudll commune IL
l their offices for one year. or until thei
successors shall have been duly electe,
: and qualified. No failure to elect shall
I operate the forfeiture of this charter, O
! any right under the same. Any vacanc,
u occurring in the Board of Directors shal
4 be filled by the remaining directors 70
5 the unexpired term.
William l.. s. Gordon shall be president
William +. Coleman shall be yice-presi
! dent; and James ID. Williams shall b
u secretary and treasurer of the first boar,
e Monday in March of 1921.
y ARTICLE VIII-The funds of this cor
. poration shall be deposited, from time t
= time, in a bank or banks to be ~selecte,
4 by the Board of Directors. All checks
/, notes or instruments drawn or executed
= or issued in said corporations name shall
= be countersigned by at least two officer
! or the corporation, to be designated an,
: empowered by the Board of Directors; n
L official shall thus sign or endorse tn
name OF the corporation, save strictly il
| its concern.
e ARTICLE IX-This act of incorpora
n ton may be changed, modified or amende,
g or the capital stock increased or decrease.
1 by and with the consent of two-thirds o
e all the stock.
: a change in the objects and purpose
I may be made only by a vote of all tn
stock therefor issued and an increase o
E, the capital stock, in excess of the amour
originally named herein as the amount I
n which the capital stock may be increased
may be made by three-fourths of all tn
outstanding stock.
This corporation may be dissolved b
a vote of the holders of two-thirds Of al
r OF the stock at a meeting called for tina