The herald. [volume] (New Orleans, La.) 1905-1953, 1921-10-13
CHARTER.
CHARTER OF ". II. COWLEY STEAM
SHIP co, INC.

o.
twenfv-one. before me. Henry J.. Dart, Jr..
a notary public. duly commissioned and
qualified in and for the Parish and State
aforesaid, and in the presence OF the wit
nessps hereinafter named and Undersigned,
nersonallv came and appeared, the persons
whose names are hereunto subscribed. who
declared that they are all Of age aud resi-
dents of the City Of New Orleans State
Of Louisiana. who declared that ayai!ing
thems selves of the provisions OF the laws
of this State relative To the organization
~ cornOrationr. they have formed and or
c,nizcd and do by these presents form
thenselves into and constitute corpora
ton and body polite in law for the OBJ
i.r,s and purposes hereinafter set forth
and EXPRESSED. which they hereby adopt
as their charter.
ARTICLE THE name and title of the
corporation hereby formed Is declared TO
ha W II Cowley Steam ship Co. Inc. its
JoniciI. shall be in the City of New Or
leans state Of Louisiana, and II shall have
and enjoy succession by its corporate name
for a period of ninety-nine years from and
after date hereof. Citation and other legal
process shall be served upon IN" president
and in the event Of his absence or inability
70 act from any cause. the same snail be
served upon the vice president. the man
aver the secretary or the secretary-treaS-
urer, should be latter Offices be combined
in one person.
ARTICLE 1.-THE objects and purposes
for which this corporation is organized
and the nature Of the business to be car
ried on by il are hereby declared 10 be:
tFirsn To engage in and carry on
steamship business; to own, control ana
acquire by lease. charter, purchase con-
struct or otherwise acquire steamboats,
sailing vessels tugs, barges, lighters. yes
s.ls and water craft of all kinds, or in
terestS therein. and 10 operate same for the
transportation Of goods and passengers
also to purchase, build, construct, repair
lease sell. convey. manage and operate
vessels Of all kinds. and all machinery.
appliances and appurtenances, incidental
" necessary or convent, Mt thereto, or in
any way connected herewith with also
power to do towing business and also
TO purchase, own. lease construct, con
troll and operate docks. warehouses,
wharveS, dry docks. and dock machinery,
appliances and appurtenances of all kinds,
and with power also to do general ship
building. stevedoring. dOckage. warehouse,
ship agency. ship brokerage and commits
sion business with power for any and all
of the above purposes. to borrow money,
and 10 issue from time to time. 10 any ex-
tent. necessary and convenient in the opin-
ion of the board of directors Of this cor
poration. negotiable notes. coupons. re-
giStered or other bonds or obligations of
this corporation, and to secure the pay
ment of the principal and interest on the
same by mortgage or pledge of all or any
part of the property. rights, franchises.
and privileges of the corporation then
owned or which may be hereafter acquired
by the corporation. and also with full
power to do all things proper. necessary.
convenient or incidental to the powers
and purposes above expressed.
(SecondD To acquire bv purchase. sub
scription or otherwise. and to hold. SELL
assign. transfer. exchange. mortgage.
pledge or otherwise dispose of any shares
dences of Indebtedness of any other cor
pOratiOn or corporations. association or as
sociations domestic or foreign, engaged in
any business in which this corporation
may be authorized to engage. or the
ownership of whose securities would be
advantageous or convenient in the protec-
ton or promotion of any of the purposes
or interests of this corporation. but only
to the extent authorized by the laws of the
State of Louisiana.
(Third) To carry out all or any part
of the foregoing objects as principal.
manager, factor, agent, contractor or
otherwise, either alone or in conjunction
with any person, firm, association or cor
poration, and in any part of the world :;
and in carrying on its business and for
the purpose of attaining or furthering any
of its objects, to make and perform such
contracts of any kind and description. to
do such acts and things and to exercise
any and all powers as a natural person
would lawfully make. perform, do or
otherwise. provided the same be not in
consistent with the laws under which this
corporation is organized.
ARTICLE III-The capital stock of this
corporation Is hereby fixed at the sum of
twenty-five thousand S25.000.O0) dollars.
divided into two hundred and fifty shares
of the par value of one hundred dollars
tS1OOOO) each, payable in cash and the
capital stock may be increased hereafter
TO the sum of one million dollars No sale
or transfer of this stock shall be recog-
nized by the corporation unless and until
said stock shall have been first offered in
writing to the corporation at its book
value, as shown by the last annual state
ment. for the use and benefit of other
stockholders, who are hereby granted the
absolute first right and privilege to pur-
chase same at the price stated and to ac-
cept (which shall be in writing) and pay
therefor within thirty days after such
offer shall have been made. The right and
the rights conferred in this article Of the
charter shall follow the stock into who
soeyer hands 1t may go. Failure of the
holder or possessor of the certificate OF
stock to produce or deliver same shall
authorize the corporation to receive in
trust the price thereof, to cancel such. out
standing certificates on the books Of the
corporation and issue new certificates
therefor. The stock so purchased shall
be divided among the remaining stock.
holders In proportion TO their several
holdings and upon payment of the price
thereof. Any such stock not desired by
any stakeholder or stockholders shall be
divided pro rata among the balance of the
stockholders. This corporation shall bt
the agent of the stockholders specially
empowered through its board of directors
10 enforce and carry out all of the forego-
ing provisions regarding stock in this cor
poration. The substance of these provi-
sions or the charter shall be stated briefly
ana succinctly upon the face of each GER
tihcate Of stock and shall be conclusive
notice to all persons dealing Herewith.
ARTICLE IV-All the corporate powers
snail be vested in and exercised by a board
or directors made up Of three stockholders,
TWO or whom shall constitute a quorum for
lransacting all business. Said board may
ADOPT bylaws, rules and regulations for
tne government of the business and affairs
ot the company, and may alter, amend and
change the same at pleasure. 1t may ap-
point hire and discharge all officers
agents and employees, fix all salaries, and
generally do and perform ali things neces-
sary Tor the transaction of the business
ana anairs of the corporation. Any di-
rectors intending to be absent Temporarily
may be represented by a written proxy
hied with the board and notified to the
president Vacancies occurring in the
ooard shall be filled by it, The first
BOARD OF directors shall be composed of
W. III. Cowley, New Orleans, La; f. B.