The herald., 1920-03-04
CHARTER OF THE HARDWOOD EN-.
PORT 20. INC

lsOulNlhhs' L VI 'iNhhH' ny VI ~"
Orleans.
Re il known that on this LIST day Of the
month of March. in the year of our Lord
On" Thousand Nine Hundred and Twenty.
ana Of the Independence of the United
states of America the one Hundred ana
Forty Fourth: Before me, Alfred Charles
Hammer, 4 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 Ucndrik Jansen, Christie
pher !. Hay and Harold Il. Carter. all of
the fun age of majority and residents of
the City OF New Orleans. State of Louis
lana, who to me severally declared that,
Iyuilin@ themselves of the laws of the
State of Louisiana in such cases made
and provided. and particularly of the pro-
visions of Act No. 26I of the Acts of the
General Assembly of the State of Louis
lana for the year 1914. as amended, they
have covenanted 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 "A cor
p%OratiOn and body polite in law, for the
objects and purposes and under the arti-
ClcS 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 EX-
pOES 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 it shall
have power and authority to contract. sue
ana be sued. to make and use a 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 hypOthecate, property, real, personal
and mixed, corporal and incOrporeal; to
name and appoint such managers, agents,
/ Is.A.NAHE md 80 rs it, hHrEnnnEE in
tereSt and convenience may require, and
to make ana establish, as well as alter
and 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 IU-The objects and pur-
poses for which this corporation is organ
iZe0 and the nature of the business to be
carried on by it 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 ($l5,OOO.OO), di-
vided into and represented by one hun
dred and fifty shares of stock OF the par
value of one hundred dollars SlOoOO)
each. Said stock shall be paid for in
I - ~ .Vanh tfVaa ~. me nnnnf 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 CS,OOO.OO) 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
O00.O0). 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 presl-
dent, which members shall have ten t10)
days within which to accept or refuse
the offer, and shall have the right to pur-
chase such stock so offered or any part
thereof. at it's book value, irrespective OF
the price that may have been offered for
Ellu HAONh W NhNs 'ANNAN 49,
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
inabove provided, then the stock so pur'
chased shall be divided among the mem
berS so availing 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 Il board of directors, com
posed of three stockholders, two of whom
shall constitute a quorum. Said directors
shall be elected annually on the SECOND
Tuesday in March in each year, eXcepi
the first board appointed in this Charter
who shall hold their offices until the sec
ond Tuesday in March, 1921. All sucl
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 boarC
|. 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 tn,
post office, properly addressed, to eacl
stakeholder at least fifteen (15) days pre-
; ceding such elections. At all such cleo
lions and at all corporate meetings ever.
; stakeholder shall be entitled to one yot
! for each share of stock standing in hi
7 name on the books of the corporation, L
be cast in person or by his written proxy
{ Land a majority OF the votes cast Shal
: elect. ANY vacancy occurring among tn
u 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 tn
= date above specified shall not dissolve tn
! corporation nor impair its corporate man
4 agement, but the directors then in offic
shall remain in office until their success
l sors are elected and qualified. The boar,
+ of directors shall elect from their owl
1 number a president and a vice-president
. They shall also elect q secretary and
: treasurer, or one person who shall o
both. either of whom may or may not b
: members of the board. They shall hav
power and authority to appoint a genera
manager to conduct the business OF tn
: corporation, under such authority as ma
. be granted by the board of directors froT
time TO time, and they may, from tim
i to time, name and appoint all such othe
+: officers, agents or other employees a
may be deemed necessary for the purpos
(; and business Of the corporation. The
+; shall have power to fix the compensate
d and define the duties of every officer an
a employee, and all officers and employee
shall hold office and employment at tn
e pleasure of the board. The board ma
s make and establish. as well as alter an
= amend. any and all bylaws, rules an
regulations necessary and proper in II
jud gment for the conduct, support an
d management of the business and affairs {
l. said corporation. At all meetings Of II
? board of directors each director shall haN
W the right to appoint a proxy to act !