The herald. [volume] (New Orleans, La.) 1905-1953, 1920-03-18
CHARTER.

ried on by it, are hereby declared to be
to build and erect or to acquire, by pur-
chase, lease or otherwise, one or more
pickeries or other cotton re-condltlonlng
establishments, and to own, maintain, and
| operate the same; To buy and sell, and
| generally to deal in, all kinds of cotton and
cotton by-products, baggings, ties, ana
| accessories to buy and sell, and generally
| to deal in the objects above specified,
either for the purpose of domestic ship
ment or foreign export; for its own use
and account or as the factor or agent for
others, and generally, to do and perform
| all other things incidental or germane to
| the objects and purposes above expressed.
| ARTICLE IV-The capital stock OF this
| corporation is hereby fixed at the sum of
| one hundred and fifty thousand dollars
! $3.50. 100000, divided into fifteen hundred
| shares of the par value of one hundred
| dollars each. Said stock shall be issued
only for cash or in payment of property
| received by or services rendered to said
! corporation. Said stock shall be fully
paid for at the time of its issuance, and
| thereafter be non -asSeSSable. The said APP
! bearers declare that they each hereby sub
| scribe for the number Of shares of the
| capital stock of said corporation set OPP
! pOsite their respective signatures hereto.
No present or future stakeholder shall
| ever validity sell, assign, or transfer, other
| than by Inheritance, any of the capital
! stock of this corporation until the same
| shall have been first offered TO the re
naming stockholders for the benefit of
1
| chase the same, through the Board of
! Directors, for Il period of ten days, at the
| book value of such stock as shown by the
! books of the corporation, on the lSt day
! of October last preceding the date of such
| offer. 1t shall be the duty of the Board
| of Directors, promptly, upon receiving an
| offer of sale of any of the capital stock
| of this corporation, to communicate fine
| through the secretary of the company, and
each of the said stockholders shall be
| entitled to purchase such proportion of
| the stock SO Offered for sale as the num-
| her OF shares owned by him at the time
| bears to the number of shares owned by
| all other stockholders desiring To parti-
! Cipate in the purchase. No sale under
! foreclosure, attachment or other process.
| or by virtue of any power of attorney.
! pledge or hypOthecatiOn, shall he validly
| made until the foregoing requirements
have been complied with by the person
or persons. firm or corporation provoking
such foreclosure or sale. The Board of
| Directors shall have authority. however,
| to waive the above requirements as to any
particular hypOthccatiOn or pledge or
| stock, by resolution adopted at a regular
called meeting Of the Board, or at Il meet
ing attended by all of the members of the
| Board of Directors, such resolution being
adopted in advance of the pledge or by
pOthcCatiOn.
ARTICLE V-AII the powers Of this
corporation shall he vested in and be rN-
"rriSed by Il Board of not less than three
no: more than five directors. as determined
in advance each year BY the stockholders
and the first Board shall be: W. 5. Il,
Became. who shall he president: George G.
MCCardcll who shall he vice president and
general manager: Alpheus G. Beane, who
shall he secretary treasurer; T. H. Nor.
man and William May.
The above named Board of Directors
and officers shall continue to serve until
the second Tuesday in January 1921 in
which time and annually thereafter, the
stockholders shall elect from their own
number the directors of the corporation
The above named board of directors and
each succeeding board slall continue Il
hold office until their SUCCESSORS are
elected and qualified. The persons to be-
hereafter elected directors shall select from
their own number Il president. one OF
more vice presidents, a secretary, treas.
urrr ana general manager. Any two OF
the abOy" named officers. with the eX,
ception Of president and vice president
may be combined and held by one person
. ON the second Tuesday in January 1921
and annually thereafter, the stakeholder,
shall elect Il board of directors for tn,
ensuing year, except when such day shall
| fall on a legal holiday, then upon tn,
next succeeding lay day.
The election of directors shall be by
ballot. and the persons receiving the largeS
number of votes cast shall be declared
|, elected. For eleCting directors or for any
other purpose, each share of stock shall
be entitled to one vote, whether present
OF by PROXY. nut no fractional snare Snal
he entitled to vote. \ majority of thu
, directors voting at any one time, either
in person or by proxy, shall be required
TO pass any resolution or adopt any by
law, and which when so adopted shall
become valid corporate acts. provided
: quorum of the directors were present. il
. person or by proxy, at the time of Sucl
action. In case of vacancy on the bparC
or among the officers. caused by death
resignation or removal. by two thirds o
: the vote of the board. or for any Othel
cause, the remaining members of tn,
board shall have the power to enact sucl
bylaws, rules and regulations as, in thei
opinion. may be necessary and proper 70
the management, operation and cOntrO
of the business of said corporation.
!, ARTICLE VI-Notice of all meetings o
stockholders for election of directors. o
: for any other purpose. shall be given il
writing by the secretary. to be depoSite,
. in the mail at least ten days before sucl
! meeting is held. and directed to eacl
= stakeholder at his last known address, a
. the same shall appear upon the books o
! the corporation. unless said notice j
i waived in writing by all the stakeholder
I appearing upon the books. At all meet
| ingS of stockholders majority of tn
2 votes cast shall be sufficient to elect o
decide all questions voted upon. except TO
the alteration, amendment or the disSolu
z ton of the corporation.
. ARTICLE yII-This act of incorpora
+. ton may be altered, amended or mOdifie
: or this corporation may be dissolved b
and with the assent of the holders o
three fOurths in amount of its then out
J. | standing stock given ut a general meetin
: Of the stockholders to be convened afte
: fifteen days prior notice. to be given /
one of the daily newspapers published i
n the city of New Orleans, in addition to
:. personal notice to each stakeholder, q
J. provided under Article VI of this charter
a and such changes as may be made in ref
Il erenCe to an increase or decrease of tn
:, capital stock shall be preceded by sue
y notices, delays and fOrmalities as are re
quired by law. And in the event of tn
} dissolution of said corporation, either b
limitation of its charter or otherwise, il
affairs shall be liquidated by three com
missiOnerS. to be appointed and electe
at Il special meeting called for that pur
+ pose as above provided, and who sha
:. remain in office until the affairs of sal
It corporation shall be fully liquidated. an
# in case of the death or disability of on
K or more of said liquidatOrs. the survive
V or survivors shall act in his stead.
ARTICLE VIII-NO stakeholder shal
ever be held liable or responsible for tn
contracts or faults of this corporation 1
any further sum than the unpaid balanc
u due to the corporation on the shares owne
by such stakeholder. nor shall any mer
informality in organization have the EFF
feet of rendering this charter null or o
exposing a stakeholder TO any liabilit
beyond the extent of his unpaid stOcl
If any.
Thus done and passed at my office i
" the city of New Orleans. on the day
10 month and year first hereinabove writer
g In the presence of Burt W. Henry an
n Harriet Spickert, competent witnesses
- who hereunto signed their names, togethe