The herald., 1922-06-08
CHARTER.
and provisions contained in the follow

unless sooner dissolved by or according
to law; and by and under that name
it shall have, enjoy and exercise all
granted or that may be granted here
after by law to corporations Of this
including the right especially
TO hold. receive, purchase, ALLEVIATE, CON
yey, sell, mortgage, pledge hypOthecate,
rent or lease property, real, personal and |
mixed: in fact, TO have all such rights
and powers as permitted under the law,
and as are necessary, incidental or con
venient for carrying out the objects and
purposes of said corporation as herein |
ARTICLE ii. The domicile Of this /
corporation shall be in the city of New /
Orleans, state of Louisiana. where all |
citatios or other legal process shall be
served in the manner as is now or may |
be hereafter prescribed by law.
ARTICLE Ill. The objects and pur
poses and the nature of the business to
BE- carried on by this corporation are
hereby declared 10 be: To carry on.
conduct and operate wholesale produce
business and to deal in poultry, live
stock, game, poultry products, meats. /
and all other products of whatsoever
Kind and nature related or kindred to
the above, or not 50 related, including
their by-produCtS, and OnSprngS, and
compositions Thereof: and To do any aud
all business incident thereto or connect
ed Herewith. well u general com
mission business.
In fact, said corporation is authorized
10 do any and all other acts and things
and To exercise any and all other powers
which any corporation or natural
person could do, and could exercise. and
which now or hereafter may be author
lied by law.
ARTICLE ". The capital stock OF this
corporation is hereby fixed at the sum
of Fifty Thousand Dollars ($5OOO0O0l,
which shall be divided into and consist
of two 90 separate and distinct classes.
with the rights. privileges and subject
TO the limitations hereinafter set forth.
Tier shall be common stock and and
stock of the corporation is hereby fixed
at the sum of Thirty-tive Thousand Dol
lars (S35.000O0). and the first preferred
stock of the corporation Is hereby fixed
at the sum of Fifteen Thousand Dollars
(Sl5.OOO.OO) each class OF stock to he of
the par value Of One Hundred Dollars
(SlOOOOl per share; the common stock
to consist of Three Hundred and Fifty
(350) shares and the first preferred stock
TO consist of one Hundred and Fifty 150)
shares; the said stock to be issued in
the manner and for the consideration
All the shares of stock shall be full
paid and worcestershire. The capital
stock of the corporation may be in
creased to one Hundred and Fifty
Thousand Dollars Cs150OOOOO). this be
ing the maximum amount of increase
in the capital stock authorized by this
act of incorporation. The common stock
| and the first preferred stock may be in
creased according to law. and may be
| issued in such amounts and proportions
as shall be determined by the Board of
Directors and as may be permitted by
law.
Each stakeholder shall be entitled at
| all stockholders meetings to one vote
for each share Of common stock held by
| preferred stockholders shall not have
| the right of voting on their preferred
| stock. The preferred stock herein Gre
ated and authorized shall not carry with
! The holders Of said preferred stock
| shall he entitled 70 receive during each
| fiscal year out Of the net earnings of
| the company. preferential cumulative
| tum $50 per annum. payable yearly on
! the first day of April. or in half yearly
or quarterly inStallments. as the by
| laws may from time to time provide. or.
in the absence Of bylaws. as the Board
| of Directors may so order. After the
payment Of said preferential cumulative
dividends of eight per centum (ST) for
any fiscal year. or part thereof. TO the
| holders Of the preferred stock, any
further amount declared in dividends
for said fiscal year. or part thereof, shall
he paid TO the holders of the common
stock; provided. however, that the Board
Of Directors Of the company may In their
discretion declare dividends during any
fiscal year. or part thereof. on the com
|
he declared on the common stock unless
| all cumulative dividends for previous
years and all accrued installments. II
any, for the current year, on the pre-
frrred stock, shall have been set apart
or paid.
From and after the date of incOrpOr-
alton the dividends on said preferred
stock shall be cumulative, so that if In
any year subsequent thereto dividends
amounting to eight per centum $50 pei
annum shall not be paid on said pre-
ferred stock, the deficiency shall b,
a charge upon the net earnings of tn,
company until paid: but the Board Oi
Directors may provide at the time OF
issue Of any preferred stock that the
dividends thereon shall be cumulative
only from the time of such issue. Tn,
case of liquidation or dissolution of tn,
company, be entitled to be paid in full
the par value of their preferred share:
of stock and the dividends accumulated
and unpaid thereon. before any amount
shall be paid to the holders of the com
mon stock.
The holders of the preferred stool
. shall have no voting powers whatsoever
2 any meeting of stockholders of the com
pany. Said preferred stock shall be sub
ject to redemption at One Hundred an'
Five Dollars (s1O5.OO) per share. an,
accumulated dividends thereon, at an!
t time after three years from the issu
thereof, at such time times and il
= such manner as the Board of Director
may and shall determine.
e ARTICLE V. No transfer of stock o
this corporation shall be binding upol
the company unless and until the trans
I fer is actually made on the books o
T said corporation in the manner require
J by law. Prior to such transfer this cor
! pOration shall be authorized to deal onl
l with the person in whose name the stoc
stands on the books of such company.
No stakeholder Of this corporation shal
have the right to sell his said stock o
: pledge or hypOthecate the same with
I out first having offered it to the Boar
n of Directors of this corporation, an
= given said Board of Directors thirty go
days within which to purchase said stOc
q at its market value. to receive tn
,. same in pledge, as may be desired b
n the holder of said stock.
a All the corporate powers of this col
e pOratiOn shall be vested in and exercise
e by a Board of Directors to be compose
5 of not less than three 80 nor more tina
e ten Q0) holders of the common stock {
this corporation.
The following named stockholders, wit
$ their addresses here given. shall cOnst
l. tute the first Board of Directors: Ro
5 l.. Calamia, "a Morgan boulevard, Ne
Orleans, La; Shields O'ReardOn, 30 MOI
gan boulevard. New Orleans, La. an
F.. F. Darby, 2911 Prytania street, Ne
Orleans La. being three stakeholder
and be authorized to transact bushes
. for the corporation. as long as the nun
Der of directors remains three in nun
LnN I'd of