The herald., 1920-03-25
CHARTER OF THE HARDWOOD EN-
PORT co, INC

y
Louisiana, Parish of Orleans, City of New
Orleans.
Re it known that on this LIST day of the
month OF March. in the year of our Lord
TN" Thousand Nine Hundred and Twenty
ana Of the Independence of the United
States of America the One Hundred and
FOrtyFOurth Before me, Alfred Charles
Hammer. a Notary Public, in and for the
Parish of Orleans. State of Louisiana.
aforesaid. therein residing. duly commits
stoned. sworn and qualified. and in the
presence of the witnesses hereinafter
named and undersigned, personally came
and appeared Hendrix Jansen. Christie
pher j. Hay and Harold Il. Carter, all of
the full age of majority and residents of
the City of New Orleans. State of Louis
lana. who to me severally declared that.
lvailing themselves of the laws of the
State of Louisiana in such cases made
and provided. and particularly of the pro-
visions of Act No. 26T of the Acts of the
General Assembly of the State of Louis
lana for the year 1914, as amended, they
bavr COyenanted and agreed and do by
heSe presents covenant and agree and bind
themselves. as well as all such persons as
may hereafter join or become associated
with them. to constitute and form cor
pOTatiOn and body polite in law for the
objects and purposes and under the arti-
cles and StipulatiOns hereinafter set forth
and expressed, which they hereby adopt
as the Charter of this corporation, tO-wit:
ARTICLE 1.-The name and style of this
corporation shall be The Hardwood EN-
port co. Inc and under its said cor
pOrate name il shall have and enjoy cor
pOrate existence and succession for the
full term and period of ninety nine years
from and after the date hereof: il shall
have power ana authority to contract. sue
ana be sued to make and use COrpor-
ate seal, and the same to alter and break
at pleasure: to hold, receive. lease. pur-
chase and convey. as well as mortgage
ana hypOthccate, property, real, personal
EnFnnFn1l innnrnnraal ~
name and appoint such managers, agents,
directors and officers as its business, in
tereSt and convenience may require, and
to make ana establish, as well as alter
apG amend from time to time. such by
laws, rules and regulations for the proper
government of the affairs of said cOrpOr-
alton as may be necessary and proper.
ARTICLE 1.-THE domicile of this cor
pOratiOn shall be in the City of New Or
leans, State of Louisiana, and all cita-
tons or other legal process shall be served
upon the president of said corporation or,
in the event of his absence, upon the vice.
president thereof, and, in the absence of
both of said officers, upon the secretary
thereof.
ARTICLE III.-The objects and pur-
poses for which this corporation is organ
izeG and the nature of the business to be
carried on by ii are hereby declared to
be the buying and selling of all kinds of
lumber, timber and logs, both for domes-
tic and foreign consumption; to carry on
the business of an exporter of lumber and
for this purpose TO own and charter yes
sells, and TO do a steamship business; and
generally to do and transact all such bus
mess as may be incidental to or connected
with the business contemplated in this
charter.
ARTICLE Iv.-The Capital Stock of this
Corporation is hereby fixed at the sum of
Fifteen Thousand Dollars $150OO.O0), di-
yided into and represented by one hun
dred and fifty shares of stock of the par
value of one hundred dollars ($10O.0O)
each. Said stock shall be paid for in
cash, at such time. in such amounts and
after such notice to the subscribers as
may be fixed by the board of directors,
or the same may be issued at not less
than par for labor done or property act
ually received by the corporation. This
corporation shall become a going concern
and be authorized to do business when
Eight Thousand Dollars ($S,000.O0) of its
capital stock shall have been subscribed
and paid for. The amount to which the
capital stock may be increased shall be
the sum of Fifty Thousand Dollars $50
100000. No stakeholder shall have the
right to sell or otherwise dispose of any
stock of this corporation without first Of
fering the same in writing TO the mem
bers of the board of directors of this cor
pOration, then in office, through its presi-
dent, which members shall have ten (1O)
days within which to accept or refuse
the offer, and shall have the right to pur
thereof. at its book value, irrespective of
the price that may have been offered for
said stock by anyone. Should said mem
hers fail to avail themselves of said privi-
lege within said period of time, then the
said stock may be offered and sold to any
other person or persons. If more than one
member of the board avail themselves of
the right to purchase the stock, as here
inaboye provided, then the stock so pur.
chased shall be divided among the mem
bers so ayailing themselves of said right
in the proportions in which they severally
own stock in the corporation.
ARTICLE V.-All the corporate powers
Of said corporation shall be vested in and
exercised by a board of directors, com
posed of three stockholders, two of whom
shall constitute quorum. Said directors
shall be elected annually on the second
Tuesday in March in each year, except
the first board appointed in this Charter,
who shall hold their offices until the Sec
ond Tuesday in March, 1921. All such
elections shall be held by ballot and con-
Quoted at the office of the said corpora
ton, under the supervision of three com
missiOners to be appointed by the board
of directors. Notice of such election shall
be given by the secretary of the com
pany by written notice thereof delivered
personally or by depositing same in the
post office, properly addressed, to each
stakeholder at least fifteen (15) days pre-
ceding such elections. At all such cleo
tions and at all corporate meetings every
StochnOIutr snail De eutltleu 10 one vote
for each share of stock standing in his
name on the books of the corporation, TO
be cast in person or by his written proxy.
and majority of the votes cast shall
elect. Any vacancy occurring among the
directors by death, resignation or other
wise shall be filled by election for the re-
mainder of the term by the remaining di-
rectors. A failure to elect directors on the
date above specified shall not dissolve the
corporation nor impair its corporate man
agement, but the directors then in office
shall remain in office until their success
sors are elected and qualified. The board
Of directors shall elect from their own
number n president and a vice president.
They shall also elect a secretary and a
treasurer, or one person who shall be
both, either of whom may or may not be
members of the board. They shall have
power and authority to appoint a general
manager TO conduct the business of the
corporation, under such authority as may
be granted by the board of directors from
time 20 time, and they may, from time
to time. name and appoint all such other
ofhcers, agents or other employees as
may be deemed necessary for the purpose
and business Of the corporation. They
shall have power to fix the COMPENSATION
and define the duties of every officer and
employee, and all officers and employees
shall hold office and employment at the
pleasure of the board. The board may
make and establish. as well as alter and
amend. any and all bylaws, rules and
regulations necessary and proper in its
judgment for the conduct, support and
management Of the business and affairs of
SAID corporation At all meetings of the
board OF directors each director shall have
the right to appoint a proxy to act In