The herald., 1920-09-09
OF GULFPoRT FRUIT q
STEAMSHIP COMPANY, IN
CORPORATED.


United States of America. State OF Lou
isiana, Parish of St Tammany: Be II
known. That on this 9TH day OF August
4. u. 1920 before me, Benjamin NJ. Miller,
a Notary Public. duly commissioned ana
sworn. in and for the Parish OF ~. ram
many. State of Louisiana, therein reslulnE.
uprsopally came and appeared the persons
whose names are hereunto subscribed, VINO
declared that, availing themselves OF the
laws Of the State Of Louisiana, relatNe
TO the organization OF corporations thts
have Coyenanted and agreed and by theht
nresents do covenant and agree 10 Dlhu
and form and constitute themselves as
well as such other persons VINO may mere
after Join or become associated WIN theIl'
into a corporation and body polite In
law for a period of ninety-nine years ana
for the objects and purposes and under
the agreements and stipulations folloW
ing, tO-wit:
ARTICLE 1.-The name and style Of this
corporotion shall be 'GulfpOrt Fruit y
Steamship Company, Incorporated. ana
IT'S domiCile shall be in the City or New
orleans. Parish Of Orleans, state OF Lou
isiana. All citations and other leEal pro
cess shall be served Oh the President. and.
in his absence on the Vice President, ana,
i'm the absence of both, on the Secretary or
Treasurer. and, in the absence OF an OF
sucb Officers. in the manner provided by
the laws Of Louisiana.
ARTICLE 1.-THE objects and purposes
for which this corporation is established
and the nature of the business TO be car
ried on 10y it are to build. equip, own
lease. charter. operate, huy ana sen ShlPN
and vessels of all kinds, in CoaStMlSe or
foreign trade; to engage in the business
of forwarding or shipping agents 10 buy
and sell and To import ana export trult'
vegetables and products OF all KINDS 10
huv. sell own and operate plantations ana
farms for the raising of fruits. vegetables
and all products of the soil. both In the
state of Louisiana and elsewhere: to pur-
chase, acquire, construct, lease ana oPS.
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 ana
industries above mentioned.
ARTICLE III.-The amount or the to-
tai authorized capital stock of this cor
poratiCn is three thousand (S,orOl shares'
of which amount one thousand tlu"I
shares OF the par value or one hundred
dollars ($lU0O) each. amounting TO one
hundred thousand dollars (SlOOOOO.OO) ,
shall be preferred stock; and two thouS-
and (2OOOl shares of the par value OF one
hundred dollars $lOoOO) eaCh: amounting
to two hundred thousand dollars $500,
600 co.. 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 =
fixed cumulative dividend at the rate of
eight per cent $50 per annum. payable
quarterly, haIf-yearly or yearly, as the
Directors may from time 10 time determ-
before
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 accrued
| 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
| (SI25OOD 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 common stock. The capital stock 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 (S1.OOOOOO.OO) or any
| 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 Board OF
| directors. composed of not less than
| seven nor more than nine stock
holders, who shall be elected an
| nually by ballot, at stockholders
meeting TO he held on the second Wednes
| day of August in each year Cor, If that
| fall on a legal holiday, then on the next
| secular day following). the first meeting
| of the stockholders to be held on Wednes
day, August 18th. 1920, at the office of the
| company in the City of New Orleans, La.
| at eleven o'clock a. m, and at such meet
| ing the Directors of the Company shall
be elected, and such Directors of the Com.
pany shall proceed to elect. at each of said
| meetings, a President, one or more Vice
| Presidents, a Secretary and a Treasurer
| The same person may be both Secretary
and Treasurer, or Vice President and
Secretary or Treasurer. Any failure Il
| elect Directors annually shall not dissolve
| the corporation. but the Directors then in
| office shall continue to serve until theil
successors shall have been duly elected
| and qualified. Any vacancy on the Board
| of Directors. occurring by death, resigna
ton or otherwise, shall be filled by the re,
naming Directors. Stockholders meet
ings may be held when ordered by the
Board of Directors and shall be held at the
| request of the holders of twenty five pei
cent of the outstanding common stock
| Notice of all stockholders meetings, other
| than adjourned meetings, shall be given
by written notice to each stakeholder
| through the mail, at his last known ad
| dress, at least fifteen Q5) days before
such meeting. Each stakeholder shall b.
entitled to one vote for every share OF
common stock owned by him. With tht
written consent of all the Directors, valid
| meetings of Directors may be held out
side the State of Louisiana, or within the
| State of Louisiana elsewhere than at the
domicile Of the corporation.
| ARTICLE Wins charter may bs
amended or this corporation dissolved by
two-thirds vote of the outstanding stocI
| at stockholders meeting called by tn.
| Board of Directors, after having given no.
tice to each stakeholder, in writing stat
| ing the purpose for which said meeting
is called, at least fifteen days before such
meeting, and deposited in the postoffice
addressed to his last known address. In
case of dissolution. the Board of Directors
shall act as hquidators.
/ ARTICLE VI.-The Board of Directors
shall have the right to employ and dis.
miss clerks and managers, and to adoDt
bylaws for the general management OF
the corporation, and can amend the same
at their pleasure.
i ARTICLE VII.-This corporation shall
ENJOY all rights and privileges granted by
law TO corporations and shall use a cor
porate seal 1t shall have power to con.
tract, sue and be sued in its corporate
name. TO hold, receive, purchase, convey
mortgage, hypothecate or pledge proper.
ty, both real and personal. 1t shall have
power TO establish branches in the State
or Louisiana, and elsewhere.
Il ARTICLE VIII.-The names and po.t.
office addresses Of the subscribers of these
Articles Of Incorporation, and the number
OF shares In the corporation which each
OF them agrees to take, are as follows
tHere follows names of subscribers and
amount of stock subscribed)
ARTICLE IX.-No stockhoider shall he
liable or responsible for the contracts
faults or debts of said corporation. nor
snail any informality in its organization
| have the effect of rendering this cornoro