The herald., 1920-11-04
CHARTER.

scribed. who declared that, awaiting them
selves of the provisions of the laws OF
the State relative TO the organization o.
corporations. and more particularly OF Act
No. 267 o. the General Assembly Of this
state. approved July 8, 1914, they haN'
COyenauted and agreed and DO by ln'.S'
presents covenant and agree, bind, form
and constitute themselves. as well aS sue.
persons is may hereafter join or become
associated with them, into a corporation
and body polite in law, for the objects
and purposes and under the agreements
and stipulatiOns following, to-wit.
ARTICLE The name and style of this
corporation shall be William II. Seago X
Com pauy. Incorporated. and under that
name il shall have and enjoy all Ia crights.
privileges and advantages granted by law
to corporations; II shall exist for IN"
period Of ninety nine years from this dale.
IL shall have the power TO contract. sue
and be- sued ln its corporate name, 10 make
and use corporate seal, and the same TO
break or alter at pleasure. to hold, receive.
purchase, cultivate improve, convey. mort
gage. hypOthrcatc or pledge property, both
real and personal. to issue bonds, notes
and other obligations OF negotiable lu>tTu-
mcntS, TO have and employ such managers,
directors. officers. agents and other "m-
plONccs as the interest ana convenience
OF said corporation may require. or dv-
maud; to max" and establish such by
laws. rules and regulations for III" copper
ate management and control of tn" affairs
Of the corporation a. may be ur.urd u,ccs-
! -ary and eNpedI'nt.
ARTICLE 1.-THE domi,ilr Of said cor
| poratIon shall D" established in the City
/ of New Orleans, state OF Louisiana. and
! IAN citations and other legal process shall
/ bee served on ia" president, and. in his alb
/ >cucr, on the Secretary.
ARTICLE III-Thr objects and pur-
/ poses for which this corporation - organ
| lied ami the nature of IN" business To- l."
carried Oh by IL are hereby declared 20 be-:
/ To buy. sell and deal In sugar. WOlJs>u>.
! rice. coffee and other merchandise o,
I-yyry Kind and character, including the
buying and selling on commission Tor It
self or for others, and TO import aud cN-
! port such merchandise as II may buy or
| sell and TO that end. To own property Of
every kind and character whatsoever as
may be deemed necessary in the discretion
of the stockholders. and TO do amy and all
character OF business which may be ger
name or incidental t" a mercantile bust
ness.
ARTICLE IV.-Thc capital stock Of this
corporation Is fixed at the sum Of nifty
! thousand $50 NDOOUl dollars divided into
i've hundred 5000 shares of the par value
Of one hundred dollars lSlu0OOt each. All
shares Of stock shall BE- fun paid ami non
asscSsable and shall be paid for in cash
or in property taken over by tn" corpora
ton. No transfer of stock shall bc bind
ing upon the corporation unless made
upon the books. and all certificates of
stock shall be signed by such officers as
may be designated by the Board Of Iii
rectOrS.
ARTICLE V.-AH the corporate powers
% the Company shall br vested in and
the management and control of its affairs
shall be exercised by a Board Of Directors
composed Of three stockholders, a majority
of whom shall constitute a quorum for the
. transaction of all business. The DireC-
tors shall be elected annually by ballot on
the first Monday of August In each year.
, Each stakeholder shall be- entitled. in per
| son or by proNV to vote for each share
pf a g1p f.
shall be lpd under such rules and regula-
tiOnS as may be determined by the Board
Of Directors. after fifteen days notice by
mal of such election shall have been sent
I to each stakeholder at his last known ad
dress. The Directors thus elected shall
! continue in Office for one year or until
their successors shall have been duly
elected and qualified. No failure to cleo
shall be regarded as a forfeiture Of thi'
D charter. Any vacancy occurring on said
: Board shall be filled by the remaining hi
J rectOrs for the uneNpired term. The sale
J. Board shall. at the first meeting after it,
y ! election. nominate out of its number
| President. Vice President and a Secre
: tary-Treasurer. Said Board shall have tn
;. right to appoint and dismiss such clerks
II managers and other employees of the cor
e poration as conditions may justify, or tn
business of the corporation may require
. The tenure of office of all employees of tn
Il corporation shall be during the pleasure o
II the Board of Directors. Any of the ID
: reCtOrs or officers shall have the right {
appoint, by written instrument, anothe
= Director or stakeholder to act as hi
q proxy. and in his stead, at any and a
u meetings Of the Board of Directors.
II ARTICLE VINO stakeholder shall eve
d be held liable or responsible for the col
rs tracts, faults or debts of said corporation
e. nor shall any mere informality in its o
10 ganiZatiOn have the effect of rendering tn
charter null, or Of exposing any stool
j. holder to any liability beyond the unpal
Id balance due on the shares owned by hir
id ARTICLE EII.-This act of incorporate
p may be changed, modified or altered,
s. this corporation may be dissolved, wit
er the assent of the stockholders owniI
ed three-fOurths of all the stock of the co
an poration. at a general meeting conven,
ed for that purpose and after at least [,
az days written notice of this meeting h
- been given through mail addressed to eaC
tn stock holder, at his last known place of re
III idence. Whenever this corporation is di
AZ solved, either by limitation or otherwiS
Al its affairs shall be liquidated by thr
NJ liquidators, to be selected by the stoc
all holders at a meeting legally convened Z
OF that purpose.
az ARTICLE VIII.-Until the election to
~ held on the first Monday of August. 10:
~ Messrs Edwin =. BRANDED, President; Jol
", s. Talmage, Vice President, and Alma
'ei Pearce Secretary Treasurer, shall cons
=, tute the first Board of Directors, OF who
y Edwin z. BRANDED shall be President, Jo
- s. Talmage shall be Vice President, a.
i,- Alma o. Pearce shall be Secretary -Tret
'or urer
rs ARTICLE IX.-So stakeholder of Il
~ corporation shall dispose of his stock
all any third party without first Offering 1t
on the corporation at Its BOOK value. L
nd corporation shall have thirty CSo) da
cir within which to accept or reject this on
all and If said offer is not accepted upon
mi expiration of thirty 500 days. then and
of that event, the said stockholders snail
an at liberty to dispose of his stock as
led deems proper.
the -