The herald., 1920-08-26
CHARTER OF GULFPORT FRUIT
STEAMSHIP COMPANY, IN
CORPORATED.

CHARTER OF GULFPORT FRUIT
STEAMSHIP COMPANY, IN
CORPORATED.
United States of America. State OF Lou
iSiaua. Parish of st. Tammany. BE II
known. That on this 9Th day of August,
4 ID 1870 before me, BENJAMIN NJ. Miller,
a Notary Public dsly commissioned and
sworn in and for the Parish of ST. Tam
MANY State of Louisiana, therein residing,
personally came and appeared the persons
whose names are hereuntO subscribed who
declared that, availing themselves OF the
laws Of the State of Louisiana, relative
TO the organization OF corporations, theE
have covenanted and agreed and by these
presents do covenant and agree to blnd
and form and constitute themselves, as
well as such other persons who may mere
after Join or become associated with them'
into corporation and body polite In
law. for a period of ninety mine years. and
for the objects and purposes and under
the agreements and stipulatlons follow
ing, tO-wit:
ARTICLE 1.-The name and style Of this
corporation shall be "Gulfport Fruit x
steamship Company, Incorporated" and
its dOmicile shall be in the City OF New
Orleans, Parish of Orleans, State OF Lou
isiana. All citations and other legal pro-
cess shall be served on the PRESIDENT, and
in his absence. on the Vice President, and,
in the absence of both, on the Secretary or
Treasurer and. In the absence OF all OF
such officers. in the manner provided by
the laws or LOUISIANA.
ARTICLE 1.-THE objects and purposes
for which this corporation is established
and the nature of the business to be car
ried on by it are to build, equip, own.
lease, charter, operate, buy ana sell SHIPS
and vessels of all kinds, in coastwise or
foreign trade; to engage in the business
of forwarding or shipping agents; to buy
and sell and TO import and export fruit,
vegetables and products of all kinds; to
buy, sell. own and operate plantations and
Co., Eos ha rafS N hlpS
and all products of the soil, both In the
State of Louisiana and elsewhere; to pur-
chase, acquire, construct, lease and oper-
ate terminals or landings. and generally
to engage in any business convenient or
| necessary or incident to, or connected
| with. the operation of the business and
| industries above mentioned.
ARTICLE III.-The amount OF the to-
tai authorized capital stock Of this cor
porauOn is three thousand (3OoOl shares,
of which amount one thousand Q,OOOl
shares of the par value of one hundred
dollars ($1OOOO) each, amounting to one
| hundred thousand dollars s1OoOOo.OO),
| shall be preferred stock; and two thous-
| and (2,000) shares of the par value of one
| hundred dollars ($tO0.00) each, amounting
| to two hundred thousand dollars $780,
OOOOO), shall be common stock SAID pre-
| ferred stock shall entitle the holder there
| of to receive out of the net earnings, and
| the company shall be bound to pay, a
| fixed cumulative dividend at the rate of
|
| quarterly, half-yearly or yearly, as the
| Directors may from time to time determ-
| inc. before any dividends shall be set
| apart or paid on the common stock. The
| holders of preferred stock shall, in case of
liquidation or dissolution of the company,
| be entitled to be paid in full both the
| principal of their shares and the accSued
| dividends charged, before any amount
| shall be paid to the holders of the gen
eral or common stock. Said preferred
| stock shall be subject to redemption at
| one hundred and twenty-five dollars
| S125.00) per share and accumulated divi-
| dends unpaid at the time of redemption.
or any date of payment of preferred stock
| dividends or at such other times or in such
| other manner as the Board of Directors
may determine, after three years from the
| issue thereof. The holders of preferred
stock shall not by reason Of their hold
ings thereof be entitled to. vote at me-
| ings of stockholders, the voting power be-
ing vested exclusively in the holders OF
the corporation may be increased, from
time TO time, by amendment to this char
ter, In accordance with law, to the sum OF
one million dollars $1,000, OOO.00) or any
Il part Of such sum, to be represented by
preferred stock or common stock. in such
amounts and upon such terms as the stock.
holders may determine, and in accordance
with law. Shares of stock shall be rep
resented by certificates signed by the
President and Secretary.
ARTICLE IV.-The affairs of the cor
poration shall be managed by a Board o.
Directors, composed OF. of not less thar
holders, who shall be elected an
nually by ballot, at n stockholders
meeting TO be held on the second Wednes
day Of August in each year (or, If that
fall on legal holiday, then on the mex
secular day following, the first meeting
, Of the stockholders to be held on Wednes
day, August 18th, 1920. at the office of tn
company, in the City of New Orleans. La
| a nllVpn n'nlnRE m nd or Nat
ing the Directors of the Company shall
be elected. and such Directors of the Com
| pany shall proceed to elect, at each of sale
! meetings, a President. one or more Vic
Presidents, Secretary and Treasurer
. The same person may be both Secretar,
. and Treasurer, or a Vice President anC
Secretary or Treasurer. Any failure {,
elect Directors annually shall not dissoly,
the corporation. but the Directors then ii
: office shall continue to serve until thei
successors shall have been duly electe,
! and qualified. Any vacancy on the Boar,
i o. directors, occurring by death, resigna
naming Directors. Stockholders meet
ings may be held when ordered by III,
: Board OF Directors and shall be held at IN,
; request OF the holders of twenty five pc
cent OF the outstanding common stock
Notice OF all stockholders meetings, othe
: THAN adjourned meetings, shall be giveI
, by written notice to each stakeholder
through the mail, at his last known ad
such meeting. Each stakeholder shall b.
entitled to one vote for every share O
= common stock owned by him. With tn
written consent of all the Directors. vail,
meetings of Directors may be held ont
side the State of Louisiana, or within TN
state of Louisiana elsewhere than AT IN,
domicile Of the corporation.
II ARTICLE V.-1his charter nav h
! amended or this corporation dissolved b,
a t~p- thirds vote of the outstanding stool
At stockholders meeting called by RI
Board of Directors. after having given no
tice TO each stakeholder, in writing, stat
ing the purpose for which said meetin,
Is called, at least fifteen days before suci
meeting, and deposited In the postoffice
addressed to his last known address. 1,
case On dissolution. the Board of Director
shaH act as Hquidators.
ARTICLE VI-The Board of Director
shall have the right to employ and dis
mss clerks and managers, and to adop
bylaws for the general management O
the corporation, and can amend the sam,
: at their pleasure.
ARTICLE VII.-This corporation shall
ENJOY all rights and privileges granted b,
law TO corporations, and shall use a cor
porate seal 1t shall have power to con
tract, sue and be sued in it's corporal,
4 name, to hold, receive. purchase convav