The herald., 1920-07-29
CHARTER.

I houses and other equipment necessary 4
the operation of said vessels. piers. docks
wharyeS. tramWayS or railways. and In,
. traffic thereon. provided that this corpora
ton shall not. without an amendment o
this charter. be common carrier or have
the right 10 exercise the power OF eminent
domain.
Section :. To enter into. make. perform
and carry out contracts of every kind not
contrary to law. with any person. firm
association or corporation. and TO carry Oh
any other business which under the law
il may be entitled TO carry on. which MAY
seem to the corporation to bc calculated
directly or indirectly. 10 effect the afOrc
said objects or either of them. or TO farili.
tate il in the transaction of it, aforesaid
! business or businesses. or any part thereof
/ or in the transaction OF any other lawful
! business that may he calculated. directly
] or indirectly to enhance the value of OF
| 10 render profitable, any of the corpora
tionS property and rights, and generally
10 hold ana exercise all such incidental
! powers and privileges as relate 10 the
I oh jrCtS and purposes hvreiuabONr set forth.
or as may be necessary. useful or con
| yenient for effecting said objects and
J purposes
ARTICLE IN.-The authorized capital
stock of this corporation is hereby de
| clarcd TO be the sum of ninety thousand
| dollars 9O.0OO.e0j. which capital stock
/ may be increased in the manner provided
! by law. to the sum of two hundred and
| fifty thousand dollars. The presently au-
] e .
shall be represented by nine hundred
shares of the par value of one hundred
dollars each. The said capital stock shall
be represented by certificates and shall be
personal property. No transfer of said
capital stock shall be binding upon this
corporation unless made in accordance
with its charter and bylaws and recorded
on books thereof
ARTICLE V.-The capital stock of this
corporation shall be fully paid and non
asSesSable when issued, and shall he Is
sued only for labor done or services rem
dered, or for property actually received or
for cash to be paid at such times and in
such amounts and after such notices as
may be determined by the Board of Di-
reCtOrS.
ARTICLE VI-Am powers of this cor
pOratiOn shall be vested in and exercised
by Board of not more than seven "a and
not less than three go Directors. each of
whom shall hold. in his own name. ut least
one % share Of stock. Said Board of
Directors shall be elected annually on the
second Tuesday in January of each year.
the first election TO be held in the year
1921. All such elections shall be by ballot,
at the office of the corporation. under the
supervision of two (2) commissioners, to
be appointed by the Board of Directors.
and in the absence of any commissioner,
the President shall have power to fill the
place by appointment. and of all such
elections, as well as of all meetings of
stockholders, except for the purpose of
liquidation or dissolution, or as otherwise
required by law. ten (lO) days notice shall
be given by mailing to each stakeholder
who appears as such on the books of the
corporation. at his last designated address,
or at the general delivery at New Orleans, |
if he has not designated an address. an
announcement stating the time and place
of the meeting. Each stakeholder shall be
entitled to one vote for each share of stock
standing in his name on the books of the
company. to be east in person or by proxy, !
and a majority of the votes east shall |
elect The Board of Directors shall have |
power to fill all vacancies that may occur |
In the Board. Failure to elect directors on
the day above specified shall not dissolve
the corporation, but the Directors then I
in office shall remain in office until their |
successors are elected and qualified. Due
notice of another election shall forthwith |
be given. as above provided. Such notice |
of election shall be continued to be given |
until an election is held. The Board of
Directors at their first meeting following |
each annual election shall elect from their !
number President. Vice President:
Secretary and a Treasurer, and such other |
officers as the Board of Directors shall |
deem necessary. The Board shall have |
power. in its discretion. to unite two or |
more offices. and the same to confer upon |
one person, and shall have power 10 fix |
the salaries of all officers and all such |
other Officers and employees as they deem |
necessary. The Board of Directors shall |
have power to make and establish. as well |
as alter and amend. all bylaws. rules and |
regulations necessary and proper for the |
support and management of the business |
and affairs of said corporation not incon- |
SiStent with its charter. Said Board shall |
also have full power and authority to Dor |
row money, aud through the President or /
some duly authorized agent or agents. to |
execute mortgages, issue notes. bonds or !
other obligations, in snch amount and on |
such terms as in their judgment may be
advantageous; and generally to do all |
things reasonably necessary for the proper
carrying on of the business of this cor
saI Ill.
paid shares of stock and bonds of obliga-
lions OF this corporation, in payment of |
money borrowed, or money. labor, or ser
vices. and property or rights actually re-
celved by this corporation. as heretofore
set forth: and shall have power to do all
such acts and things as may be necessary
to carry out the objects and purposes for
which this corporation is organized.
y majority of the Directors shall con
Stltute a quorum for the transaction of
any business. At any meeting of the
Board any Director absent from the meet
ing may be represented by any other Di-
rector. who may cast the vote of said
absent Director. according TO the written
Instructions of said absent Director. The
Board of Directors shall have the power.
Dy wore OF not less than majority thereof.
10 sell lease. mortgage. by bond mortgage
Or otherwise. or to pledge, any and all
or the property, movable or immOvable
Delonging to the corporation, or to receive
In exchange therefor. money or stocks or
DOnds or other obligations of another cor
poration. without referring to the share
holder for the power to do so: and they
may also purchase for stock in this cor
poratlon or for cash or on credit prop
Prty OF any kind required for any of the
purposes or this corporation. without au-
Lhority of the shareholders
Until the next general meeting TO he held
under this charter on the second Tuesday
IN January. 1921. or until their duly quail
ned successors are elected and installed |
me Board of Directors shall be com
posed of:
+. Wallace Holden whose postofficc adj
1ress Is 22O9 Perdido Street New Or
leans. La.
Columbus Bierce. whose postoff1ce ad-
fress is 22O9 PerdidO Street New Or
cans. La.
Sylvan A.'Gratia. whose postoffice adj
iress is 22O9 Perdido Street, New Or
cans, La, and
DIR. Irwin W. Metz whose postoffice ad-
iress is Springfield. Illinois:
WITH +. Wallace Holden as President, Syl-
nan \. Gratia as Vice President. and
Columbus Bierce. as Secretary Treasurer.
ARTICLE N1I.--Thiss charter may he ,
Imended, and the capital stock of this
corporation may be increased or decreased |
n this corporation may be dissolved in the ,
method and manner provided by law.
ARIlCLE NllI.-No stakeholder of this
corporation shall ever be held liable or re- /
ponSible for the contracts or faults of this !
corporation In any further sum than the [
unpaid balance on the stock for which he $
aS subscribed, nor shall any mere infor- I
nantS In organization have the effect of
endering this charter null or of exposing d