The herald., 1921-08-25
CHARTER

L
or the account Of others, real estate,
| lands and tenements, and TO survey, sub
| divide aud plat sucn lands for the purpose
of sale or otherwise and to improve and
.rye!up the same by the erection OF houses
IIIlugs thereon, and TO do such other
nts as may be needful or
| desirable in and about me improvements
! or development thereof for any purpose
whatever, and particularly TO drain and
reclaim Lands. and for that purpose TO form
subdrainage districts. to do
any act which an individual might lawful
ly do.
section 3. To purchase. acquire. receive.
hold, own, pledge. sell and dispose OF
stocks, bonds. mortgages. dCbcntures
notes and other security or evidence of
Indebtedness Of any firm, association. in
diyidual or corporation, or of any state,
parish. county, ward. drainage or sub.
drainage district. or any political sub -di-
vision in the State of Louisiana or else
where
Section 4. To construct. purchase. lease.
or otherwise acquire and own, maintain
and operate steamboats,, sailing vessels,
bargcs and other water crafts piers, docks,
or wharves. and such lines of trumway or
railway within the State of Louisiana o.
elsewhere as may be convenient. necessary
or incidental to any business o. enterprise
of the company, with all necessary side
tracks, locomotives, cars. dcTOts. round
houses and other equipment necessary TO
the operation Of saIu piers, docks. Whury"e.
thereon: provided, that this corporation
shall not without an amendment OF this
charter. have the right to exercise power
of eminent domain.
Section >. To carry on any other bust
Ness which under the law il may be Ell
corporation to be calculated directly or III
directly to eflectuHtc the aforesaid objects.
or either of them. or to facilitate II in the
/ transaction OF its aforesaid business or
. OT in tl,,.
| transaction of any other lawful business
that may be calculated directly or indiI,ct-
~ 10 enhance the value or TO render profit
able any Of the Company's properties and
rights, and generally TO hold and exercise
all such incidental powers anu privileges
as relate 20 the objects and purposes here
| Inbctore set forth. or as may b" necessary,
useful or convenient for rfectiug said ob
Jerts and purposes.
ARTICLE IV-The total authorized cap
ital stock OF this corporation is hereby
| declared to he the sum of Two Million Five
Hundred Thousand ($2,5un 10000 Dollars,
aud may be increased as provided by Jaw
10 the sum of Three Million Five Hun
bred Thousand ($3.JOO,OOOOOl Dollars. OF
the presently authorized capital of Two
Million Five Hundred Thousand lS2.JUU.-
| Vuvo) Dollars, eleven thousand liya hun
drcd (ll.JUUD shares shall be preferred
stock of the par value of one hundred
lNlNOOJ Dollars per share. amounting in
aggregate to one million one hundred h:ty
thousand (Sl,lJO, 100000 Dollars, and thir.
teen thousand five hundred I3.JOUl shares
shall be common stock Of the par value
of one hundred ($lOOOO) Dollars per share.
amounting in the aggregate to one million
three hundred fifty thousand t$l.3JU OOOi
Dollars. The said capital stock shall be
fully paid and non asSesSable when issued
and shall be REPRESENTED by certificates and
shall be personal property. No transfer
of said capital stock or shares shall be
binding upon this corporation unless made
itG CHI a H..
laws and recorded on the books thereof.
ARTICLE N-The holders OF the pre-
ferGed stock of the company are entitled to
receive, and the company is obligated to
pay thereon out of its profits or earned
surplus, cumulative dividends ut the rate
of eight per cent go per annum from the
date of issue, and no more, payable an
hually on the fifteenth day of March, such
dividends TO be payable before any divi-
dend Is paid or set apart Oh the common
stock. Should the net profits or earned
surplus accumulated at the time of aging
dividends on said preferred stock be in
sufficient for such purpose, the unpaid
part of such dividends shall be paid out of
the future net prOftS or earned surplus OF
the company, and no dividend shall at any
time be payable, paid or set apart on the
common stock until all accrued and az
cumulated dividends on the preferred
stock shall have been declared ana paid, or
set apart for such purpose. Whenever all
accrued dividends for previous years on
said preferred stock shall have been paid
and the dividend payable thereon for the
current dividend period declared and either
paid or sum sufficient to pay same set
apart, dividends on the common stock
may be declared and paid out of any re-
naming net profits or earned surplus.
The preferred stock is redeemable on
any dividend payment day, either in whole
or in part at the option of the board of
directors, by the payment thereof of one
hundred (SlOOOO) Dollars per share, to-
oil
dends; such redemption to be in such man
her and In accordance with such rules and
regulations as may be provided by the
board OF directors of said company from
time to time, but the company shall give
thirty 800 days notice to the holders Of the
STOCK Intended to be redeemed of its in
tention to redeem such preferred stock
ana upon giving such notice, dividends on
sucn preferred stock shall cease at the
date fixed for such redemption, unless the
company shall fail to redeem said stock
in accordance with the notice; provided
that nothing in this paragraph contained
snail prevent or prohibit the board of
directors from purchasing upon the open
market for the purposes Of redemption
such preferred stock as the holders there
OF may be willing to sell at less than one
hundred $lOOOO) Dollars per share and
accrued and unpaid dividends.
Upon 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 other
corporation, the holders of said preferred
stock shall be entitled to receive and be
paid In full par value of their shares and
any and all dividends accrued Including
proportiOnate fractional dividend for any
expired portion of any dividend period not
wholly expired) and unpaid thereon out of
the assets OF the corporation, and upon the
payment of the full par value of such pre-
ferred stock, and of any and all dividends
accrued as aforesaid and unpaid upon such
preferred stock, any and all assets of the
corporation then remaining and available
Tor distribution or intended TO be distri-
buted, or the proceeds thereof, shall be dis
tributed pro rata among the holders of
such common stock according to the num-
Der of such shares held by each of them
respectively.
Shares Of the preferred stock and of the
common stock shall have equal voting
powers.
ARTICLE VI-The business and affairs
OF this corporation shall be managed. and
all or the corporate powers thereof, shall
be vested in and exercised by a board of
not less than five (5). nor more than seven
"a directors, to be elected from among its
stockholders, and a majority of the direc-
tors at any time in office either present
in person or represented by prexy, includ-
ing the president and other officers shall
constitute a quorum.
The said board of directors shall elect
from among their number a president, a
a secretary, a treasurer and