The herald. [volume] (New Orleans, La.) 1905-1953, 1920-07-22
CHARTER.
AMENDMENT To CHARTER OF ii. C.
NEWMAN, LTD.

United States Of America. state OF Louis
lana Parish of Orleans. city OF Rev Ut Ut
leans BE IL known, that on TINS l3th ga!
nf Iupe in the wear of one thousand nine
hundred and twenty, and OF tne ihutp. IL
dence of the United states OF AmtrlCa lne
one hundred and forty -tourth. p%n6I;c In
Henry T. Dart. Jr, Notary fubllc' III III
and for the Parish Of orleans State ~
Louisiana, duly commissioner anu iu "..is
fled and in the presence OF tht NlShtsss So.
hereinafter named and undersleheI, per
sonaIIy came and appeared Harris h!ihah
a resident of said parish, VINO ueClaIeu
that H. & e. Newman. Ito, Is c3fpoIa
ton ORGANIZED under the laws of Louisi-
an. NV act before Frederick Z. Marx,
Notory Public. Of this parish, on February
10 1900 duly recorded In mortgage otilre
Of the Parish or orleans III booN IA
FoIio T76. that meeting of the stOckhold-
ers of said corporation was duly heIu ~
the office of the corporation on June lfth:
1920 at which meeting all the holdcrs OF
an the capital stock OF Sald corporation
issueJ and outstanding were present ana
represented. That at said meeting Ihe
said stockholders, by resolution, uhahI-
mously adopted, agreed TO chaRgt' Hi l'oI
amend and re-cuaCt the charter OF sald cor
UOration in the words and figures htrrlh-
after set out, and in the same resolu'loh
appointed the appearer herein 70 appear
before me- Notary and in behalt OF salu
corporgtion TO put into authentic shape
the said acts of the stockholders. Ana aP-
pearer further declared that ne does 3'-
cordingly appear before me, N"'dla, i hoi
the said charter in the manner anu FORM
following, tO-w1t:
ARTICLF 1.-The name of the corpora
tion shall be II. n &. Newman. Inc. ana
a. shall have and enjoy existence and sue
ces.iOn for ninety nine years from the daIt
of this act. and all the rights, PFlNliestS
and advantages now or hereafter Erahttu
by law TO corporations. lucludlnE tht
mower to contract, sue or be sued III It's
corporate name. 10 make ana use cOrpor-
ate seal. and the same TO break, aller OF
discontinue at pleasure, TO hold, receive
purchase, sell. convey. mortgage. hyPolhe
cate and pledge property, real ana per
sonal to issue notes, bonds ana Othcr ob-
legations. 10 borrow and lend money 10
make advances upon growing crops ana
unou other products Of agrlculture' 10
buy sell. pledge or otherwise deal m
stocks bonds and other securities, ana
generally to do any and all things use
full proper or necessary 10 successfully
conduct the business in which this cor
poration shall engage, ana particularly the
objects and purposes hereinafter Set OUT out
ARTICLE 1.-THE dOmicile OF TINS cor
poratiOn shall be in the city of New Or
leans La. Citation and other legal pro-
cess shall be served on the President ana,
in his absence. on the Vice President. the
Secretary or the Treasurer. or the Sec
Rotary 4 treasurer. should these offices De
combined in one person.
ARTICLE llI.-The objects and pur-
poses for which this corporation Is estab-
iiShed, and the nature of the business to
be carried on by it are declared to be to
continue the business conducted by II. N
q Newman of New Orleans, La, in all its
phases and branches, to purchase. sell.
handle and deal in cotton and agricultural
products and merchandise of all kinds; 10
make loans and advances to planters. mer-
chants or others. in connection with or
incidental to its business; to buy, sell
and cultivate lands. to operate cotton
congresses or ginneries, TO manufacture
and to do general commission meTcan-
tile warehouse and manufacturing bust
ness to buy and sell stocks and bonds
and other securities and generally to do
any and all things incidental or apprOprl-
ate to the carrying out of any OF the bust
nesses or purposes herein contemplated.
ARTICLE IV.-The capital stock of this
corporation is hereby fixed at two million
dollars, divided into and represented by
twenty thousand shares of the par value
of one hundred dollars each, represented
by certificates to be signed by the Presi-
dent and Secretary Treasurer, and in case
of the absence or inability of them, or
either of them, then by any two officers
designated by the Board of Directors.
Said capital stock shall be divided into
classes designated by the letters "A" b
and &C." and shall be issued. delivered
and accepted under the terms and pro
visions hereinafter set out:
Glass "A'-The amount of the Class "A
stock is fixed at the sum of nine hundred
and fifty thousand dollars. divided into
and represented by nine thousand five
hundred shares, of one hundred dollars
each. Said stock shall be issued out OF
corporation accumulated since March list
1913, up to and including June 18th. 1920
and a stock dividend is hereby declared OF
the said surplus and undivided profits OF
the corporation, to cover which said stock
divided, the aforesaid Class "A" stocl
is issued and distributed.
Class "B"-The amount or Glass 'B'
stock is fixed at the sum of seven hundred
and fifty thousand dollars, divided int
and represented by seventy five hundred
shares Of the par. value of one hundred
CT hall
out of surplus and undivided profits o.
this corporation accumulated prior Il
March /, 1913. A stock dividend is hereb.
declared Of said surplus and undivided
profits, to cover which said stock divi
dend the aforesaid Class "B' stock shall
be issued and distributed.
Glass "C"-The amount of Class sc
stock Is fixed at the sum of three hundred
thousand dollars, divided into and repre-
scented by three thousand shares. of tn
par value of one hundred dollars each
Said Glass "C'' stock shall be made up o
the capital stock OF III. & C. Newman
Ltd, heretofore issued and outstanding IL
the above amount.
All stock issued by this corporation
shall be full paid either in cash or il
property, or by way of stock dividend on
of surplus and profits accumulated AM
undistributed. The Board of Director
IL authorized to declare and issue stoc
dividends out Of the earnings and surplu
of this corporation. The Board of Direc
tors may call in, redeem and retire an
and all of the stock of Glasses 'B" an
&c" or either Of them, and thereupOn tn
capital stock shall be reduced accordingly
The corporation is hereby authorized {
increase the capital stock of three million
five hundred thousand dollars; such in
crease to be Glass "A" stock. No trans
fer Of stock shall be binding upon tn
corporation unless recorded upon ii
books, nor shall any stakeholder have tn
right to sell any of the shares held b.
him. without having first offered the sam
TO the stockholders of record in proportion
TO their holdings, through the Board o
Directors at the book value of the stock
Said offer shall be made in writing an,
the stockholders shall have the RICH
within period of ten days after the of
fer, to sell, has been received by the Boar,
of Directors, to purchase the shares s.
offered for cash at said value. The Ger
tificates of stock shall have written o
stamped upon them reference to tn
provisions of this Article of the Charter
BY the consent of two-thirds of the Direc
tors, at special meeting called for tina
purpose, and without the necessity of an,
amendment to the Charter, the necessit!
for writing or stamping such Inscription
upon the stock certificates may be dis
pensed with, or the certificates containing
such inscription may be called in and new
certificates, without the inscription, ma,
be issued in their stead.
ARTICLE N.-An corporate powers o
this corporation shall be vested in an,
exercised by a Board of Directors, com
posed of five stockholders, three of WHOM
shall constitute quorum for the transac
ton OF business. The officers of the cor
poration shall be a President, a Vice Pres
ident, Secretary and a Treasurer bu
the Board OF Directors may, by appropri
ate resolution, combine the offices of Sec
rotary and Treasurer. aud separate theI
and combine them again. from time /
time, as in its discretion Il NAV deter
mine. The Directors, II authorized by
NSte OF two,thirds of the Outstandin