The herald. [volume] (New Orleans, La.) 1905-1953, 1921-04-07
CHARTER.


thereof of one hundred and hve (slOO!OOJ
dollars per share, together with an ac-
crued and unpaid dividends; such reaehP-
ton to be in such manner ana IN accord
ance with such rules and regulations as
may be provided by the Board OF Dlrec-
tors of said company from time TO time,
but the company shall give thirty (3u)
days notice to the holders of the STOCK IN
tended to be redeemed of its intention 10
redeem such preferred stock, ana upon
giving such notice, dividends on such pre-
ferred stock shall cease at the date hAeu
for suck redemption, unless the coihpah!
shall fail TO redeem said stock IN accord
ance with the notice; provided thaJ nOth-
ing in this paragraph contained shal pre-
vent or prohibit the Board OF directors
from purchasing upon the open market LOT
the purposes of redemption such preferred
stock as the holders thereof may be Wiling
TO sell at less than one hundred ana ten
tSllOOOD dollars per share and accrued ana
unpaid dividends.
Tpon any voluntary or involuntary dis
SOLUTION or winding up of the corporation
ar Humiliation of its affairs. or upon any
merger of the corporation with any otheT
corporation, the holders or sald preIerrtu
stock shall be entitled to receive ana De
maid the full par value of their shares, ana
any aud ali dividends accrued Including
prOpOrtiOnate fractional dividend Tor any
expired portion of any dividend period not
wholly eXpiredJ and unpaid thereon, out
of the assets of the corporation, ana upon
the payment of the full par value of such
preferred stock. and of any and all dlNl-
dends accrued as aforesaid, and UNPAID
upon such preferred stock. any and all
assets of the corporation theh rtlhallinS
to be distributed. or the proceeds Thereon
shall be distributed pro rata among tne
holders of such common STOCK ACCORDING "
the number OF such shares held by each
of them respectively.
Shares of the preferred stock and of the
pOn,mOD stack shall have equal VOTING pow
erS.
ARTICLE yI.-The business and affairs
of this corporation shall be managed, and
all of the corporate powers Thereon, shali
be vested in and exercised by Board or
not less than five To-, nor more tnan
seven "a directors, to be elected from
among its stockholders and majority OF
the directors at any time i'll ONCE, either
present in person or represented DE proA!
including the President and other oUcers'
shall constitute a quorum
The said Board of Directors shall elect
from among their number President, one
or more Vice Presidents, Secretary ana
Treasurer. The office OF e-Presluehl
and Treasurer may be combined by the
Board and filled by one and the same per
son Neither the Secretary nor the Treas
urer need necessarily be members OF the
Board of Directors.
The Board of Directors shall have the
full and complete control of the property
OF this company ana theI sndh SOlNu u
manage and use the same as in their dis
erection they may deem best If not incon-
Sistent with the objects OF the company
and the welfare of the same. The hald
Board of Directors shall have the 1urther
power to make, alter and annul such by
laws, rules and regulations for the gov
eminent of this corporation, as they may
think proper.
The Board of Directors shall have the
further power to appoint all agents, clerks
Ft.afE lA If
compensation, with term of office, with the
right TO dismiss them at pleasure anu the
said Board shall have the further right to
fix and determine the salaries OF the sew
eral officers herein provided for; pro-
vided. however. that the Board of Direc-
tors may delegate such powers 10 the PreSl-
dent or General Manager of the corpora
ton. or to an Executive Committee APP
pointed by said Board and consisting OF
not less than two directors.
ANY vacancy occurring on the Board of
Directors shall be filled by the remaining
members of said Board for the uneXpired
term, at any meeting of said Board of
Directors.
ARTICLE yII.-The first board of direc-
tors of this corporation is hereby fixed
at seven "a in number and shall be com
posed of: X. +. Milling, whose postoffce
address is New Orleans, La; ID. W. Pipes,
Jr., whose pOstOffice address Is Houma,
La; \. Lasseigne, whose pOstoffice ad-
dress is LaPlace, La; Simon Abraham,
whose pOstOfice address is Raceland, La;
Emile Kahn, whose pOstOffice address Is
Raceland, La; Emile GodcheauX whose
postOffice address is New Orleans. La;
Jules GodchauX, whose postofhce address
is New Orleans. La, with the following of
tcers who shall serve until the first annual
meeting of this corporation on the second
Monday in February, 1922, or until their
successors shall have been elected. quail
fed and installed; X. T.. Milling, President;
Jules GodchauX, Nice-President; Emile
Kahn. Vice President Treasurer; Emile
Godchaux, Secretary.
Said Board of Directors shall serve I'M
til the first meeting of the stockholders for
the election of Directors, or until their sue
cessOrs are elected, qualified and installed.
ARTICLE Wilton the second Monday
in February, 1922, and annually there
after on the second Monday of February
in each year, q meeting of the stOckhOld-
ers of this corporation shall be held at its
dOmicile for the purpose of electlng diree-
tors for the ensuing year, and at such
meetings the stockholders shall have the
right of cumulative voting in the election
of directors and shall have the right of
eiecting the number of directors then In
office and If there be not as many as
seven directors then in office, shall have
the right of electing additional directors
so long as the full number of directors
elected does not exceed seven. A failure
from any cause whatsoever to hold the
annual meeting of the stockholders, or
the failure to elect directors thereat, shall
not dissolve this corporation, but the
directors and officers then in office shall
remain in office until their successors
shall have been respectively duly chosen,
elected, qualified and installed.
ARTICLE IX.-In payment of the sub
scriptiOn to fifteen hundred and twenty
(1520) shares of its common stock, of the
aggregate par value of One hundred and
Fifty-two Thousand (S152, OO0.OO) Dollars,
the corporation may purchase, receive and
take title to the equity of the present
vendors in and to the sugar plantation
and appurtenances thereof, and all other
property and assets acquired by them
from The l.. A. Blouin Company, Limited,
by act before Raymond II. Saal, Notary
Public of the City of New Orleans, on the
10Th day of June, 1920, as well as in and
to the going business now conducted by
them in connection with said properties.
connected with or employed in said
business, there being annexed hereto an
accurate detailed and itemized description
of the properties, rights and equities to
be acquired by this corporation in eX-
change for said stock, as to amount, loca-
ton, extent, character and state of i'm
proyement, the parties herein named as
the Board of Directors of this corporation
stating that it's value as appraised by
them is not less than One hundred and
Fifty-two Thousand (S152.O0O.O0l Dollars.
ARTICLE X.-Thfs charter may be
amended, and the capital stock of this
corporation may be increased or decreased.
or this corporation may be dissolved in
the method and manner provided by law.
ARTICLE XI.-No stakeholder of this
corporation shall ever be held liable or