The herald., 1922-12-07
CHARTER

they have covenanted and agreed and do
by these presents, covenant and agree,
bind, form and constitute themselves, as
well as such other persons who may here
after join or become associated with
them, into a corporation and body polite
in law, for the objects and purposes, and
under the agreements and stipulations
following, to-wit:
ARTICLE 1.-The name and style Of
this corporation shall be Delta Stevedor-
ing Company, Inc, and under this name
il shall have and enjoy all the rights, ad-
vantages and privileges granted by law
to corporations; 1t shall exist for period
Of ninety nine years, ii shall have power
to contract, sue and be sued in its cor
porate name; to make and use a corporate
seal, and the same to break or alter at
pleasure; to hold, receive. purchase, con-
vey, mortgage, hypOthecate, or pledge
property both real and personal: to issue
bonds. notes and other obligations; to
purchase, acquire and own stocks, bonds
and securities in other corporations; to
have and employ managers, directors, Of
icers, agents and other employees, as the
interests and convenience of said corpora
ton may require; and to make and es-
tablish such bylaws, rules and regula-
tions fer the corporate management and
control Of the affairs of said corporation,
as may be deemed necessary and expe-
dent.
ARTICLE 1.-THE domicile OF the said
corporation shall be in the City of New
Louisiana. and citation and other legal
process shall be served on the president
and in his absence on the ice-president,
IN case of the death OF the president of
this corporation or in the event Of his in
ability TO act as such, his duties and
functions shall devolve upon, and be full
filled by the vice president
ARTICLE III-The objects and pur-
poses for which this corporation is or
ganiZed and the nature of the business to
be carried on ny il are hereby declared to
be: To carry on business as stevedores
and longshoremen. in the City of New
Orleans and elsewhere, and in connection
herewith TO load and unload steamships,
steamboats,. motor vessels, sailing vessels,
barges. boats and water craft OF every
kind 20 load and unload freight cars and
other vehicles of transportation; to fit up
and equip vessels for the carrying OF
grain, cattle and other cargo; to acquire,
own, maintain. operate, lease and dispose
of trucks. derricks. BOOSTING machinery,
donkey engines. draft animals, apparatus.
and all kinds of appliances necessary,
useful or convenient to the proper trans
action of the business of stevedores and
longshoremen; and generally to do and
perform all things germane and incidental
to or usual in the business and affairs
hereinabove authorized.
ARTICLE Iv-The capital stock Of this
corporation is hereby fixed at the sum OF
ten thousand C$10,0O000) dollars, divided
value of one hundred ($10000 dollars
each, which shares shall be paid for in
cash, or in the purchase or exchange OF
property, and the said capital stock may
be increased to the sum sf one hundred
thousand $3.50 O0OO0) dollars All shares
Of stock shall be full paid and non asses
sable. No transfer of stock shall be bind
ing upon the corporation, unless made
upon its books and all certificates Of stock
shall he signed by such officers as may be
designated by the board of directors.
ARTICLE V-All the corporate powers
of this corporation and the management
and control of its affairs. including the
power to Sell, transfer. pledge or dispose
of all or any part of the assets of the
corporation, shall be vested in, and exer-
cised by a board of directors composed
Of three 90 stockholders, a majority OF
which shall constitute a quorum for the
transaction of all business. The directors
shall be elected annually by the stock
holders. at meeting to be held on the
first Monday after the first Sunday of each
year in the month Of January, said meet
ing to be preceded by three days written
notice to the stockholders. Each stock,
holder shall be entitled, in person or by
proxy. to vote for every share owned
by him. and all elections shall be held
under such rules and regulations as may
be determined by the board of directors
The directors, when elected, shall con-
tinue in office for one year, and until
their successors have been duly elected
and have qualified. No failure to elect
shall operate the forfeiture of this char
ter. Any vacancy occurring on this
board shall be filled by the remaining di-
rectors for the unexpired term. The board
of directors shall, at its first meeting
after its election, select out of its num-
her. president and one or more vice.
presidents. and shall also elect a secre-
tary treasurer, who need not. however be
member OF the board. The president
shall have the right to appoint and dis
miss the clerks, and other employees OF
said corporation at pleasure. and as the
interest and business of the same may de-
mand. He may exercise this authority by
proxy. Any director being sick or alb
sent or about to absent himself shall
have the right to appoint by written in
strument. another director or stakeholder
to act as his proxy in his stead at any and
all meetings of the said board OF direc-
tors during his absence. The first board
of directors and officers shall be composed
of the following named persons, who
shall serve until the election to be held
in 1923. namely: t. J. Cunningham
president; George westfeldt. vice presi-
dent: N. o. Frederick, secretary treasurer
ARTICLE vI-The funds Of this corpo-
ration shall he deposited from time to
time in a bank or banks to be selected by
the board of directors. All checks, notes
or other instruments drawn, executed OF
issued. in the corporations name and be-
half. shall be signed by the president OF
the vice-president, and the secretary
dorse the name of the corporation save
strictly in its concern.
ARTICLE Vino stakeholder shall be
held liable or responsible for contracts
faults or debts of the corporation, mol
shall any mere informality in its organi-
zation have the effect of rendering this
charter null, or of exposing any stock.
holder to liability beyond the unpaid bal
ance due on the shares owned by him.
ARTICLE vIII-This act of incorpora.
ton may be changed, modified, or altered
or this corporation may be dissolved
with the consent Of the stockholders own
ing two-thirds Of all the stock of this cor
poration, at a general meeting convened
days written notice Of this meeting shall
have been given through mail addressed
to each stakeholder at his last known
place Of residence. In case Of dissolu-
ton by the expiration of this charter, OF
otherwise, the stockholders shall elect q
liduidator from among their own num-
ber who shall have full authority to set
tie and wind up the business and affairs
of the company. The terms and condi-
| services, shall be fixed at the time OF
election. In case Of the death or dis
ability Of said commissioner or liquidator
before the liquidation Of the affairs of the
corporation, the successor to fill the va
cancy may be appointed by the stock
holders.
ARTICLE IX-Any and all notices and
delays provided for by this charter may
be waived by the unanimous consent OF
the stockholders or directors unless ex.
pressly prohibited by law.
ARTICLE X-The names and postoffice
addresses Of the subscribers to the CAPT.