The herald. [volume] (New Orleans, La.) 1905-1953, 1922-09-14
CHARTER.

shall be ninety nine years from this date.
ARTICLE III.-The domicile of the cor
poration shall be in the City of New Or
leans, Parish of Orleans, State OF Louisi-
ana, and all citations and other legal pro-
cess shall be served on the President, and
in case of his absence or disability, on the
secretary, or as otherwise provided by
law.
ARTICLE IV.-The objects and pur-
poses for which this corporation is organ
lied and the nature of the business to be
carried on by il are hereby declared to be
TO buy and sell, either a. brokers, or on
commission, or for its own account; to i'm
port and TO export; and to execute either
for spot OF future delivery, orders for the
purchase and sale of sugars, SyrupS, mo-
lasscs. rice. all kinds OF food products,
and other articles or merchandise; to ac-
quire, own, operate, and cultivate sugar,
rice, and other plantations. in Cuba, Lou
iSiana. or any other. State. Territory or
country: to own, acquire lease and Oper-
at. sugar refineries or factories rice mills,
molasses and syrup factories and generally
TO engage in the manufacturing business
Of any and all products; to acquire by
purchase, lease, or otherwise, and to char
ter, and operate ships, barges, tanks tank
steamers and any and all other kinds of
vessels. and other means of conveyance, III
connection with its business; and gener-
ally to transact any business and do any
thing incidental to or connected with the
carrying ont of said purposes.
ARTICLE V.-Said corporation shall
have for the purposes OF the business 10 De
carried on by il all the powers conferred
by law upon corporations and shall gen
orally have and exercise all the powers
necessary or convenient 10 carry on said
business. Said corporation shall have full
power to contract; to sue and he sued in
its corporate name; to make and use
corporate seal. and the same to break or
alter at pleasure; to hold, receive, pur-
chase, rent otherwise acquire, and to
convey, mortgage. hypOthecate, lease, sell,
pledge, or otherwise dispose Of property,
real. personal and mixed, including trade
marks, trade names, labels and patents; to
Issue bonds, notes, or other obligations,
to name and employ such managers, direc-
tors officers, agents and employees az the
interest and convenience of the corpora
ton may require; and to make such by
laws rules and regulations for the man
agement and control Of the business and
affairs of said corporation may be
deemed necessary and proper.
ARTICLE VI-The capital stock OF this
corporation is fixed at the sum Of Fifty
| Thousand Dollars $4,000 00). divided into
| five hundred 5000 shares OF the par value
| of One Hundred Dollars CSlOOOO) per
| share. Fifty per cent 900 of the capital
stock shall be subscribed before the filing
of these articles Of incorporation and shall
| be- paid in cash before the corporation
engages in business. The remainder OF
the authorized capital stock when sub
| Scribed may be issued by the Board OF
! Directors for cash or property received by
| or labor done for the corporation, payable
1
conditions as the board of directors may
determine in accordance with law.
| No transfer of stock shall be binding
| upon the corporation unless made upon
| its hooks by the surrender of the out
| standing certificates properly endorsed by
| the registered owner or by his duly con-
| stituted agent or legal representative, I'm
! accordance with such rules and regula
tions as the board of directors may deter
mine.
No sale or other disposition Of stock In
\ this corporation shall be made without
| its first being offered in writing for thirty
days to the other stockholders through tho
board Of directors at a price not to exceed
| the book value of said stock of the
date of said offer. and all sales. pledges or
other disposition or encumbrance OF said
| stock shall he made subject to this pro-
| vision of the charter and the corporation
| shall not be required to recognize any
transfer or right acquired in violation of
this provision Of the charter. Should the
stockh oders fail to exercise said option
to purchase said stock within said period,
the owner thereof may make such other
disposition thereof as he may desire.
This corporation may increase or de-
crease its capital stock in the manner pre-
scribed by law. The amount TO which the
capital stock may be increased is Two
Hundred and Fifty Thousand Dollars,
| $3.50 900 00).
ARTICLE VII.-All the powers of this
corporation shall be vested in and exer-
cised by board of four az directors who
shall be elected by the stockholders at the
; annual meeting which shall be held on the
first Tuesday Of September of each year
The first annual meeting shall be held on
the first Tuesday Of September. 1923 until
which time the ,offiCers and direr eors
named In this charter shall continue "a
act and until their successors are elected
, and qualified. All vacancies in the board
of directors from whatever cause arising
shall be filled by the remainder OF the
directors. Each of the directors shall own
) In lie nnn. 1T OF Oh NJ D..
, capital stock and may be represented nj
any meeting Of the board by any other
director by written proxy. Immediately
, or as soon as practicable after their own
election, the directors shall elect from
among their own number, a president. n
vice-pTeSldent. secretary. and n treas
T urer. The first board of directors and
Offices Of this corporation and the post
Office addresses. who shall hold Office until
the first annual netting or until their sue
cessOrs are elected and qualified. are as
St. New Orleans. La. president; Emile A.
Rainold, Sugar Exchange Building. New
, Orleans. La, yice-presldent: Joseph G.
LeBourgeois Carondeiet Building. New
: 20i Decatur St, New Orleans. La, treas
urer.
!, The stockholders or the directors may
at any time create or elect such other Off
GERS, agents. or representatives, as they
deem proper.
The offices of secretary and treasurer
, may at any time be united by the stock
, holders or by the board Of directors into
the office Of secretary-treasurer.
The board of directors may make, amend
and repeal all bylaws, rules and regula.
| lions for the conduct OF the corporation.
All elections by the stockholders shall
be by ballot at the office Of the company,
T in accordance with such regulations as the
board of directors may determine, and al
every such election and at all meetings OF
the stockholders, each registered share
. of stock shall be entitled to one vote. to be
= cast by the registered owner or by his
! agent or representative by written proxy
ARTICLE VIII.-This act Of incorpora-
ton may be modified, changed or altered
or said corporation may be dissolved with
!, the assent Of three-fourths Of the capital
stock outstanding at a meeting Of the
4 stockholders convened for that purpose
and after fifteen days written notice has
= been delivered i'm person or given by letter
Z mailed to the last known address OF each
= stock older The said notices may b,
y waived by the unanimous consent Of al
= the stockholders.
= In ease OF the dissolution of the corpor-
Z alton it's affairs shall be liquidated by one
or more liquidators elected by a majority
4 vote OF the stockholders with such pow
s ers compensatiOns and duties as the stock
A.; holders may determine.
= ARTICLE IX-No stOckhOlder shall ever
q be held liable for the faults or contracts
; Of this corporation in any further sun
= than the unpaid balance due to the cor