The herald., 1921-02-17
CHARTER
poration, and, in the event of his absence
no Nica President

upon the Vice President.
ARTICLE III.-The objects and pur-
poses for which this corporation is organ
lied and the nature of the business 10 be
carried on by it are declared to be as FOL
lows: To buy, sell. deal in and handle, eS,
port and import lumber of all sorts ana
descriptions, including real estate. stand
ing timber. cut timber, logs. manufac-
tured lumber, and any and all articles
hold, lease and operate saw mills. planning
mills and other lumber mills. factories.
logging machinery, logging railroads loco
motives, ears and machinery of all Kinds
To buy, sell, manufacture, deal IN ana
handle boxes, cases, containers, crates,
shocks, made of wood or any other ma.
terial; and generally TO engage IN ana
carry on the business of acquiring, own
ing. buying, selling, leasing mortgaging
exchanging, manufacturing, distributing
and marketing of lumber and the various
products thereof. and, in addition thereto
to carry on general mercantile. merchan-
disc and manufacturing business. TO en-
gage in foreign as well as in domestic COM
merce, and to carry on any or the Dusl.
ness aforesaid. in the United states OF
America and its territories and dependen-
cies and in foreign countries.
ARTICLE IV.-The capital stock of this
corporation is hereby fixed AT the sum oil
81 800, 10000, divided into and represented
by 1900 shares of the par value OF SlO0.OO
each five thousand of the said shares OF
capital stock, representing SJOD.UOO:OO. shall
be preferred stock, and 10000 shares OF
10000, shall be>cOmmon stock. The hold
ers of preferred stock shall be entitled &c
receive in preference and priority over
the holders of the common stock, cumu-
latiye dividend, limited to 20 per annum
payable out of the profits OF the company
The holders Of common stock shall receive
no dividend, unless and until the hoiders
of preferred stock shall nave Oeen palu the
dividend and any cumulations thereon due.
In the event of the dissolution or hqulda,
ton of the corporation, the preferred
stockholders shall be entitled to receive
out of the assets of the corporation, De
fore anything shall De paid TO the holders
of common stock, the par value OF Their
shares, together with all dividends at the
rate of 30 per annum fIOn date All
dividends payable hereunder TO preferred
stockholders shall be payable without de-
Quoting for any tax or taxes under any
present or future laws of the United States
or of the State of Louisiana. The Board
of Directors shall have authority, by ma
jority vote, TO retire the preferred sloch'
| or any part thereof. at any time, AFTER CIV
ing thirty day notice of its intention so
to do to the holders of preferred stOch Dy
| sending such notice by registered man 10
preferred stockholders last known ad-
| dresses, and upon paying TO the holders OF
| said preferred stock, par and all UNPAID
| and due dividends. Should sucn hoIuers
| be unknown, or should such holders IAN
| or refuse to receive payment, then the cor
| poration may deposit the amount due IN
| any bank in the City of New orleans, ana
| upon notice TO the holders, by registered
\ mail, of such deposit, at last known al
! dress of such holders, or, II no address is
known, at General Delivery, New Orleans
| POStofice, all obligations OF the Company
shall cease and the Company snall De Gu
| titled to demand the return OF the ceTtlh-
| Gates of preferred stock and 10 regard the
4 holder thereof as no longer the hoiuer OF
| the stock in the corporation. should part
1 of the preferred stock be retired, the
pro rata among the holders of the pre-
| ferred stock. All voting powers OF tnls
4 corporation shall be vested IN ana eAer'
cised by the common stockholders eAeiu,
| siyely, and in all elections of directors ana
| otherwise, the holders of preferred STOCK
| shall have no voting power or right IN
the event of liquidation or dissolution Oh
the corporation and in the increase or De
| crease of its capital stock, and under such
circumstances only, the owners OF the pre-
ferred stock shah have the same voting
power and rights as the holders Oh lnt
common stock. This corporation shall
commence business and be going concern
as soon as S1,300,00O.O0 of its capital stocS
shall have been subscribed. The CAPITA
| stock of this corporation may De Increased
to the sum of 5000, 10000, by increasing
either preferred or common stock, or Doth
provided holders of twO-thirds OF stoci
of the corporation SO determine, AT sp q,
a regular annual meeting sf the corpora
ton. During the time preceding suci
meeting to increase the capital stock, th'
| stockholders shall have the privilege o.
taking additional shares in the proportion
Which the shares held by them bear to thu
capital stock of the corporation prior U
| such increase, and any such shares no
taken at that time may be disposed OF b!
the directors, in their unrestricted discre
ton, for the benefit of THE corporation, a
not less than their par value. All sloci
| shall be paid for either in cash, IN prop
erty conveyed to the company, or Tor ser'
ices rendered, as provided by law, or o!
issue of stock dividend out OF the surplu
and profits ACCUMULATED and undlstrlbuted
| in
. the Board Of Directors may determine, AM
such stock shall be full paid and non
; assessable. The Board of Directors 4
hereby. in its discretion, vested with ful
! power and authority to declare and lssu
! stock dividends. No common stockholde
shall have the right TO sell any OF IN
shares held by him, without first onerin
/, the same, in writing, to the corporatlol
through it's Board of Directors ana IN
said Board shall have the privilege of pur
| chasing said shares within thirty day
thereafter, for cash. at their book value
according to the inventory last made.
ARTICLE V.-The corporate powers O
: this corporation shall be vested in and ex
T ercised by a Board of Directors compose
of net less than three and not more tina
= five common stockholders, two OF whol
!. shall constitute a quorum for the transae
' ton of business, should there be three Q
e less Directors, and three OF wnom sna
J. business, should there be more than tire
Il Directors. The Directors may vote in pei
. son or by written or telegrapnlc PROXY, =
q any and all meetings of the Board OF ID
4 rectors. The Board may delegate any
: its powers to any officer or officers Q
q other representative Of the corporation o
!, appropriate resolution to that effect. III
!, Board of Directors shall have power
= borrow money through any ofhcer or rel
y resentative designated by 1t to issue an
= execute notes, bonds and mortgages an
y to secure the same in any way that II ma:
in its discretion, determine, and generall
= to do and perform all acts necessary an
proper in the administration of the anall
!, of the business of the corporation. II
= Board shall have power to issue stock
l. this corporation in exchange for prOpert
u services or labor performed, and to pu
u chase or otherwise acquire, cancel. hold
q reissue, as in its discretion 1t may d.
IS termine, stock of this corporation. TT
s. Board shall likewise have power, If al
II thorized by vote of not less than nj
e jOrity of the Directors, as said Boar
', is then constituted. to sell, lease or e.
). the corporation, to any corporation. fir
l. or person, under the laws of this or an
II other State, or to transfer 1.-THE propert1e
y or part thereof, for purposes OF effectin
II a consolidation, merger, re-organlzauo
Is or to sell any part of the assets OF the CO
e poration, or all of them; to give in e.
y change for any property or properties,
l. for services or labor, the stock of this co
It poration. Nothing herein shall be col
If strued as limiting the general powers
a. the Board In the administration of Il
" business of the corporation, except as ms
r be herein specifically provided. The of
s. GERS Of the corporation shall be Pres
" dent, Vice President, a Secretary and
L " l,,kt ha I'D nf 0fnr ma