The herald. [volume] (New Orleans, La.) 1905-1953, 1921-03-17
CHARTER.

| or in part at the option of the Board OF
! Directors, by the payment to the holders
! thereof of one hundred and tiye (SlUo.OOl
| dollars per share, together with All ac-
| crued and unpaid dividends; such redemp-
| ton To be in such manner and IN accord
! auce with such rules and regulations as
NAV be provided by the Board of Direc-
| tors of said company from time to time
| but the company shall give thirty (3Oj
| days notice to the holders of the stock IN
! tended to be redeemed of its intention IL
| redeem such preferred stock, and upon
1 giving such notice, dividends on such pre-,
fprred stock shall cease at the date nAeu
| for such redemption, unless the cOmpah!
| shall fail to redeem said stock IN accord
| anCe with the notice; provided that nOth'
| ing in this paragraph contained shall pre-
| vent or prohibit the Board OF directors
! from purchasing upon the open market 1oI
| the purposes of redemption such preferred
! stock as the holders thereof may be MllllhS
to sell at less than one hundred and ten
! $4,000 dollars per share ana accrued ana
unpaid dividends
Tpon any voluntary or involuntary dis
| solution or winding up of the corporation
or Iauidation of its affairs, or upon any
merger of the corporation with any otheT
CORPORATION, the holders of said preferred
stock shall be entitled to receive anu De
paid the full par value of their shares ana
any and all dividends accrued tlncludlnS
prupOrtiOnate fractional dividend Tor any
expired portion Of any dividend perlOu not
wholly eXpiredD 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 ana all dlNl-
bends accrued as aforesaid, ana unpaid
upon such preferred stock, any ana All
assets OF the corporation then rtmalhihE
and available for distribution or intended
10 br distributed. or the proceeds thereof
shall be distributed pro rata among the
holders of such common stock according 10
the number OF sucn shares held by tach
OF them respectively.
shares of the preferred stock and of the
common stock shall have equal voting pow
erS.
ARTICLE VI.-The business and affairs
of this corporation shall be managed, and
all Of the corporate powers thereof, shall
be vested in and exercised by Board OF
not less than hye to-, nor more than
seven "a directors, to be elected from
the directors at any time in office. either
present in person or represented by proxy.
including the President and other Oihcers,
shall constitute quorum.
The said Board of Directors shall elect
from among their number President, one
~ more Vice Presidents, a Secretary and
IA Treasurer. The Office of Vice President
and Treasurer may be combined by the
Board and filled 10y 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 and they shall conduct,
manage and use the same as IN their us
erection they may deem best if not incOn-
sistent with the objects of the company
and the welfare of the same. The SAID
Board of Directors shall have the further
power To make. alter ana annul such DE-
laws. rules and regulations for 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 fix their salaries ana
compensation, with term of office, with the
right TO dismiss them at pleasure and the
said Board shall have the further right TO
Xix and determine the salaries of the sew
eral officers herein provided Tor; pro
vided. however. that the Board of Direc-
tors may delegate such powers to the PreSi-
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 VII.-The first board of direc-
tors of this corporation is hereby nNed
at seven "a in number and shall be COM
posed Of: X. +. Milling, whose pOstothce
is New Orleans, La; ID. W. Pipes,
Jr.. whose pOstOtce address is HOuma
La: \. Lasseigne, whose pOstOhice ad-
dress is LaPlace, La; Simon Abraham,
whose pOstOtfice address Is Raceland, La.
Emile Kahn, whose pOstOffice address is
Raceland. La; Emile GodcheauN, whose
postOffice address is New Orleans, La.
Jules GOdchauX, whose pOStOfhce address
is New Orleans. La. with the following Of
ficers VINO 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
II "A.
Jules Godchaux, Vice-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, a meeting of the stockhOld-
ers of this corporation shall be held at its
domicile for the purpose of electing direc-
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
electing the number of directors then in
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 10 nOlu Ine
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 |
(l520) shares of it's common stock. of the |
aggregate par value of One hundred and |
Fifty-twO Thousand ($l52, 000.00) Dollars. |
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 other |
property and assets acquired by them |
from The l.. 4. BlOuin Company, Limited |
by act before Raymond ii. Saal, Notary 4
Public of the City of New Orleans, on the |
10Th day of June. 1920, as well as in and |
10 the going business now conducted by /
them in connection with said properties |
and in and TO all assets of every character
with or employed in said |
accurate detailed and itemiZed description |
Df the properties, rights and equities to
be acquired by this corporation in eX-
'hange for said stock, as to amount, loca-
ton. extent. character and state of i'm
pSOyement, the parties herein named as
he Board of Directors of this corporation
stating that its value as appraised by |
hem is not less than One hundred and
tiftytwO Thousand (S152. OO0OO) Dollars
ARTICLE X.-This charter may be |
amended, and tbe capital stock of this
may be increased or decreased.
pr this corporation may be dissolved in
he method and manner provided by law.
ARTICLE NI-No stakeholder of this
corporation shall ever be held liable or