The herald. [volume] (New Orleans, La.) 1905-1953, 1920-08-05
CHARTER.

tlon under the StipulatiOns herein -.
.orth which they adopt as their charter
ARTICLE The name OF this CORPORA
uOh snail be Hammock, Incorporated &c
AEil'LE 1.-THE domicile Of this COY
P"rauon shall be in the City of New Or
leans. state of Louisiana.
ARTICLE III.-The objects and rur
poses OF this corporation are hereby de-
sai at TO %hsoII TO on %a Tn,, mare
i"cuonS aud other kindred products
ARTICLE IV.-ThiS corporation shall
nave all of the powers and authority vest
ed IN corporations under the laws of ia.
STATE OF Louisiana, and shall have the am
! lhluGs necessary for the performance a.
I IN" objects for which this corporation
| organized or gcrmane or Incidental there
AEIICLE The capital stock Of thi
/ corporation Is hereby fixed at fifty-ou,
! thousand dollars tNJl 900 UUl divided "a
/ follows. Five hundred tJuuj shares of ur,-
| i"rr'd stock gt a par value of one huuirr,
/ hoI!dfN iNl"p.ut' per share, and one thuu>
! and tl.OUOD shares of common stock of g.
| pr value OF one dollar t$lrUj Der share
/ Er capital stock may be Increased -,
/ follows. The preferred stock NAV a., in
| creased by on" hundred llGOD shares addi-
| tloHal OF par value Of one hundred dol
/ ldrS lNtoOpO) per share. making the total
! authorized preferred stock herein sixty
/ thousand dollars tsGD. 600 OOD The common
STOCK may hc Increased by one thou>3uo
/ il.VupD shares additional of a par vain,
OF one dollar tSlUOD per share. making III,
! ,%%lai auIh9Iizrd common stoyk herein two
| thousand dollars tS2.cJO.OOD. The prrfar;rs.
| stock issued or TO be issued by This cor
| poration shall bear eight per cent 81
dividend per annum, which dividends ShaIr
/ be cumulative. The said preferred Stock
snail he subject to call by the Board o.
| directors of said corporation at one hum
/ dred and five dollars (SlOjOOl per share
! al the end Of any fiscal Year of the corp,r-
Drpfprrpf Eo
| voting power. All of the voting power
! OF inns corporation shall be and il hereby
vested IN 10" common stock. Each stock
holder shall he entitled to vote AT any
stockholders meeting in the proportion Of
"hr vote for each share of common stock
| owned 10y him and registered on the books
OF TINS corporation in his name. No diyi-
! d"nd shan be declared or paid to the com
mon stock of this corporation until after
All OF the preferred stock issued l,r mi,
corporation shall have been called and Ie-
IiT"u. NO owner of the common stock Of
inns corporation shall sell or transfer any
oi the stock so owned by him until after
ne shall have rendered to this corporation
FOR purchase his said shares .f rorproo,,
stock; said tender to be made to h.
Eoard of Directors of this corpOry'iou
through the President or other Cy,rutiy.
3Iilcer; ana the Board of Directors shall
nave the right to purchase said stock "a
bOOk value and the holder Of said stock
agrees 10 sell said stock I'm accordance with
me provisions of this article. If after
rertorS fails To purchase or declines 10
purchase said stock at book value the
hOId"r mad owner thereof shall have IN,
[iEht I" ulspoS" Of same as he may see
III. Upon the purchase of any SIru rom
mon stock by the Board of Directors a.
inns corporation, said stock shall he sold
ana distributed to and-HmOng the owners
OF the common stock of this cornorgtin,,
III proportion to their then hOIdinpS anT
SAID stock is To be paid for by Such dis
trlbutecS at book value. II any such dis
trlhutces decline to purchase any part of
Su'h SharcS his proportion shall be again
divided among the remaining holders %
ingS
ARTICLE VI.--An the corporate powers
OF inns corporation shall be vested in q
Board of Directors. consisting of moi IasS
IMAM three Cd nor more than fifteen U5D
but which Board shall always consist of
On odd number of Directors. and the mem
herS or which Board shall be increased M
70 ilfteen I'D by n vote of the stock
noIderS at any annual or special meeting
thereof. For such election of additional
directors majority vote Of the stock
holders voting by shares shall he neceS
sary: The Directors shall be elected an
nually at the annual meeting of StockhoId-
erS,, or any eeferred meeting of said an
nual meeting of stockholders Said annual
meeting to be held on the second Monday
OF January of each year. In the event m,
annual meeting of stockholders is not held
as herein fixed, the incumbent Directors
ana Officers shall hold over until the elec-
non and qualification of their successors
In me event the said annual meeting
no hot ne,u on the date herein fixed, it may
TO by call of the Board of Directors 70
I hat end but officers and Directors shall
IN n no event be elected more than once dur |
board OF Directors shall be filled at A |
special meeting of stockholders held TO
me purpose. All notices for stockholders |
meeting shall be upon fifteen (l51 DAYS,
notice by registered mail to the las,
known address of each stakeholder.
vote of the entire Outstandinp
COMMON common STOCK at any special or regular
meeting OF stockholders shall be necessary
10 constitute the act of this corporation
except where otherwise provided by law
herever vote OF the stock Of this cor
poratlon Is mentioned herein and for al
Dther purposes whatsoever it is intendeS
70 apply only to a vote Of the common
STOCK AT the annual meeting or any an
luai meeting or the stockholders of this
corporation, the stockholders shall elect
ne Board OF Directors of this corporation
o consist of such number of Directors n
man be incumbent on the date of sucI
meeting and said stockholders shall like |
wise elect at such meeting Officers r. |
serve the corporation, which officers shall
20 selected from among the number of the
board OF directors elected at said meeting
ma the term of office of which Officers
man ne co-eXtensive with the term of the
5oard of Directors. In the event of an
acancles In the Board of Directors or Q
|
( special meeting of the Stockholders |
aIed as herein provided. Any increa. {
= the number Of the Board of Directo. {
nan DC decided upon and the selection of
ne incumbent to fill such increased num- {
er or numbers shall be voted upon Mt n {
pecial or an annual meeting of stockhold- {
RS ny majority vote thereof. Special I
MEETINGS of stockholders for all purposes | 9
Jay be called by the President and must $
e called upon the request Of more than /
We OF the outstanding stock. The stock i
olders snail have the power and author d
y to draw up and adopt such bylaws a
may be deemed necessary or desirable v
ARTICLE VII.-The officers of this cor {
Grafton shall be: A President and Gen n
rai Manager; one or more Vice Presi-
ehts, and Secretary Treasurer Until o
he annual election Of officers and directors u
} be held in the year 1921, the following d
lall constitute the officers and directors G
TINS corporation: Claude $. Hammock c.
resident and General Manager: Clarence Il
lange. Vice President. and j. Bonner O
ladney,. Secretary Treasurer. The Presi- 5,
ant and General Manager shall have the IL
over, without other authority, to man if
&c and direct the business and policies n
this corporation and to do any and all T
on and conduct of the business to be con ri
lcted by this corporation. al
ARTICLE VllI-This corporation shall ST
and Is hereby authorized through its Il
para OF Directors or through it's stock IN
'lders, at any regular or special meeting nj
buy in the stock of this CORPORATION, I'd
ARTICLE 1N.-Any property transferred 81
TINS corporation in consideration for ri
q issuance by IL Of its stock is described
ID appraised according to law on the in CO
ntory attached hereto and to be read A
ARTICLE X.-Service OF process shall be | re
lde upon the President Of this corpora in
IN, ana, In his absence, upon any other sh