The herald. [volume] (New Orleans, La.) 1905-1953, 1921-03-24
CHARTER.

Directors, by the payment to the holders
thereof of one hundred and tve CSlOO.VO)
dollars per share, together Win an ae-
crued and unpaid dividends; such redemP-
| ton to be in such manner and in accord
| ance with such rules and regulations as
may be provided by the Board OF Direc-
| tors of said company from time 70 u lDe;
| but the company shall give thirty 600
days notice to the holders Of the stock IN
! tended to be redeemed of its intention 10
redeem such preferred stock, anu upon
giving such notice dividends on such pre-,
| ferred stock shall cease at the date nAeu
| for such redemption, unless the company
| shall fail to redeem said stock In accoro-
ance with the notice; provided that noth-
| ing in this paragraph contained snau pre-
vent or prohibit the Board or directors
| from purchasing upon the open market LOT
the purposes of redemption such preferred
stack as the holders thereof may be Wiling
| to sell at less than one hundred ana zen
| (Sl10.0O) dollars per share ana accrueo anu
unpaid dividends.
| Unon any voluntary or involuntary dis
| solution or winding up OF the corporation
| or liquidation of its affairs, or upon any
| merger of the corporation with any otne5
cornoration the holders of said preferred
stock shall be entitled to receive ana De
| Daid the full par value OF their snares, anu
any and all dividends accrued ilncluulnS
proportionate fractional dividend TOT an!
expired portion OF any dlvleehu periOu n nVt
wholly expired) and unpaid thereon, OUT
| of the assets of the corporation, ana upon
| the payment of the full par value OF snch
preferred stock. and of any and all dlVi,
denSs accrued as aforesaid, ana unpalu
upon such preferred stock, any and all
assets of the corporation then remaining
and available for distribution or intended
to be distributed, or the proceeds tnereoI
shall be distributed pro rata amo Gi1 'f 1e
holders Of such common stock according 70
the number OF such shares held Dy eacn
of them respectively.
Shares Of the preferred stock and of the
| common stock shall have equal voting pow
ers.
ARTICLE yI-The business and affairs
| of this corporation shall be managed ana
| he vested in and exercised by Board of
| not less than five (5), nor more thaI
| seven ca directors, to be elected IRON
| among its stockholders and a majority OF
the directors at any time IN Once eioHet
present in person or represented by proxy
| including the President and other oncers'
| shall constitute quorum.
The said Board of Directors shall elect
| from ameng their number President, one
| or more Vice-Presidents, a SecfeIar! anu
| a Treasurer The office of Vice President
and Treasurer may be combined Dy Tue
Board and filled by one and the same per
son. Neither the Secretary nor the Treas
urer need necessarily be members Oh Tue
| Board of Directors.
The Board of Directors shall have the
| full and complete control of the property
| of this company and they shall conduct
manage and use the same as IN their JUS
erection they may deem best II not lhcoh-
| Sistent with the objects or the compan!
and the welfare of the same. The SAID
| Board of Directors shall have the further
power to make. alter and annul such D!-
| laws, rules and regulations Tor the gov
eminent of this corporation, as they ma!
| think proper.
The Board of Directors shall have the
| further power to appoint all agents, clerks
or employees and nix their salaries auu
compensation, with term or Office Win the
right to dismiss them at pleasure ana tne
said Board shall have the further right 10
fix and determine the salaries or the sew
eral officers herein provided for; pro-
vided, however, that the Board Oh Dlrec
tors may delegate such powers to the fresl-
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 qnexPire1 20
term, at any meeting of said Board Oh
Directors.
ARTICLE vII.-The first board of direc-
tors of this corporation is hereby fixed
at seven C7) in number and shall be COM
posed of: r. Z. Milling, whose postonce
address is New Orleans, La; ID. w. Pipes,
Jr., whose postofice address Is Houma'
La; A. Lasseigne, whose postofice ad-
dress Is LaPlace, La; Simon Abraham
whose postofice address Is Raceland, La:
Emile Kahn, whose postonice address Is
Raceland, La; Emile Godcheaux. whose
postoffice address is New Orleans, La.
Jules Godchaux, whose postotrce address
| is New Orleans. La, with the following OF.
| icers 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, guam
| fed and installed; r. Z. Milling, President
| Jules Godchaux, Nice-President; Emile
| Kahn, Observation-Disclosures Smile
| Godchaux, Secretary.
Said Board of Directors shall serve un-
| til the first meeting of the stockholders fol-
/ 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, meeting OF the stoekhoid
ers of this corporation shall be held at 1t:
domicile for the purpose OF efecting direc'
| tors for the ensuing year, and at sucf
meetings the stockholders shall have th'
right of cumulative voting in the election
of directors and shall have the right o.
electing the number of directors then III
office, and II there be not as many al
| 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 thu
annual meeting Of the stockholders, Of
the failure to elect directors thereat. shall
not dissolve this corporation, but tn,
directors and officers then in, office shall
| remain in office until their successor:
shall have been respectively duly chosen
elected, qualified and installed.
ARTICLE KIN payment Of the sub
scription to fifteen hundred and twent!
Q520) shares of its common stock, of tn,
aggregate par value of One hundred ant
Fifty-two Thousand ($152,OOO.OOD Dollars
the corporation may purchase, receive AND
take title to the equity Of the present
| vendors in and to the sugar plantation
and properties, the improvements thereon
and appurtenances thereof, and all othei
property and assets acquired by then
| 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
and In and to all assets of every character
connected with or employed in sait
business, there being annexed hereto al
| accurate detailed and itemiZed description
| of the properties, rights and equities 4
be acquired by this corporation In ex
change for said stock, as to amount, loca
ton, extent, character and state OF i'm
provement, the parties herein named a
the Board Of Directors Of this corporation
stating that its value as appraised b,
them Is not less than One hundred ant
| Fifty-two Thousand ($152, 000.O0) Dollars
ARTICLE X-This charter may b.
amended. and the capital stock Of thi
corporation may be increased or decreased
or this corporation may be dissolved ii
the method and manner provided by law
| ARTICLE XI.-No stakeholder of thi
corporation shall ever be held liable o
rasnousihla for fha contracts faults n