The herald., 1922-01-26
CHARTER OF GEIsMAR 4 HEYMANN

CHARTER OF GEISMAR HEfMANN.
ISC.
United statcS OF Amernd, state OF
Iouisiana Parish of Orleans. city OF
New Orleans. BE it known that on TINS
3rd day of January; in the year Oh our
| twenty-five, and of the independence OF
| the United States. the one hundred ana
forty sixth, before me, William -,
| CONKERTON. a Notary Public. III and
| for the Parish of Orleans, State OF Louis
| lana duly commissioned, sworn ana quar-
| flied and in the presence OF the witnesses
! hereinafter named and undersigned, per
| sonally came and appeared the se'era'
parties whose names are herruntO SUP
| scribed who severally declared that,
| ayailing themselves of the laws OF the
State of Louisiana, in such cases maze
| and provided, they have covenanteu anu
| agreed and do by these presents cove
| nant and agree and bind themselves, as
| well as all other persons who may mere
| after become associated win theln, 10
| form a corporation and body polltlc IN
| law for the objects and purposes ana
under the articles and stipulations fol
! lowing, tO-wit:
| ARTICLE /. The name of this cor
pOration shall be GEISMAR HEY
| MANN INC and under its said corporate
| name it shall have power and authority
| 10 enjoy corporate existence and success
sion for the full term of ninety nine
years, from and after the date hereof.
! to contract sue and be sued, to make
| and use a corporate seal, and to alter
| and break the same at pleasure; to ac-
! Quire by grant, gift or other.1se holu'
| receive, hypothecate, convey, 9ll, lease
| pledge. mortgage and dispose or prop
| erty real, personal and mixed; to issue
| negotiable bonds and notes or other evil
dences of debt, to name and appoint such
managers, agents, directors and ofhcers
| as it's business interest and convenience
| may require; to make and establish. as
of nd
| to time, such bylaws, rules ana reSu-
| latiOns for the proper management Oh
| the affairs of this corporation, as tne
| same may be necessary and proper; said
| corporation shall have further power To
| acquire, sell and dispose OF the capitaI
| stock in other corporations, and further
| enjoy and exercise all the rights ana
| privileges and grants under the laws Oh
| this state, and more particularly under
| Act 267 Of the Louisiana Legislature OF
1914
| ARTICLE H. The objects and pur
poses for which this corporation is organ
| lied and the nature of the business I'd
| be carried on by it, are hereby declared
| to be: To conduct and carry on the
| business of exporters ana dealers IN eN,
port cotton. cotton linters and cottonseed
| products, as well as transact domestic
| business In the same lines; to operate
as dealers and commission merchants rh
| sugars, syrnps and molasses; TO take
over, acquire succeed to. and conduct
1
| the firm of GEISMAR & HEfMANN, or
| New Orleans, La, as well as to transact
| general business in any commodities
and any other business incidental thereto
| or connected Herewith.
| ARTICLE III. The capital stock OF
| this corporation is hereby fixed at the
| sum of One Hundred Thousand Dollars
| (S10O00OOOl, to be represented by FIVE
| Hundred $500 shares of preferred stock
| of the par value of One Hundred Dollars
| ($lOOOO) each, and Five Hundred (5OO)
| shares of common stock OF the par value
| of One Hundred Dollars (S1OO.OO) each.
payable at such time and in such In
stallments and under such conditions as
| the Board of Directors may determine.
| This corporation shall be a going con
Germ and authorized to do business as
| soon as Fifty 500 Per Cent of its au-
| thorized capital shall be subscribed for,
and at least Fifty 500 Per Cent Of all
| stock so subscribed for, shall be paid
| for. Both the common and preferred
| stock of this corporation shall only be
| issued for cash, or for services rendered.
merchandise, property or other valuable
| considerations, enuring to this corpora
ton, according to the exclusive judgment
| and findings of the Board of Directors
| thereof.
| ARTICLE VI. The other conditions.
limitations and provisions under which
the preferred stock shall be issued are
| The holders of preferred stock shall
| be entitled to receive out of the net
| profits of the corporation fixed dfvi-
dend of Six 49, Per Cent per annum. pay.
| able annually, to-wit: on the 18th of
| October in each and every year. COM
mencing with the 18th of October. 1923,
| before any dividend can be paid or sci
aside on or for the common stock for
the period heretofore elapsed. The prin
cipal or par value of said preferred stock.
with cumulative dividends thereon at
Six go Per Cent per annum from date
dividend should have been paid, and
| 81 int a
hereinafter fixed, shall be paid in full out
of the assets Of the company in prefer
ence to any of the common stock, in the
event of liquidation of this company
button can be made Of the capital among
the holders Of common stock. The divi
dends upon the preferred stock are tC
be cumulative and bear Six 90 Per Gem
interest from their maturity date, al
herein provided, compounded annually
so that IL for any period or periods the
said dividends are not paid, the RICH
thereto shall cumulate against the com
r dividends so cumulated and interes
thereon, as herein provided, must be pal,
/ before dividends can be paid on the com
mon stock. The preferred stock shall no
any other earnings, dividends or profits
, The right of the holders Of preferre
= stock to be credited with dividends shal
: commence from the date of actual pay
el
The Board of Directors shall have tn
right and option of retiring the pre-
J. ferred stock, in whole or in part, at an
e time and from time to time, after fiv
$ years from the date of this charter, a
4 the price of One Hundred and Ten Do
! lars (S110.O0) per share. in addition t
I the cumulated dividends and interes
K thereon, IL any, as hereinabove provide
= for. Such retirement shall be at tn
e option of the Board of Directors, an
C shall be effected by payment out of tn
surplus funds; and in no case shall sue
# preferred stock be retired under circun
II stances as would produce an impairmer
V of the capital stock of this corporation
the outstanding common stock to be the
I worth no less thar par. Such retir,
ment or redemption of preferred stoc
~ can only be effected on thirty days pr,
vious notice in writing to the holders
r., preferred stock of record, after DRAWN
" by lot in the presence of the Board
. Directors. Upon such notice all div
= dends, interest and arrears shall cea:
y with respect to such retired stock.
Preferred stock shall enjoy no votin
u power, and no holders or owners Of pr
e ferred stock shall be entitled to any vo
with respect to such preferred stock,
t. any Of the affairs of this corporation
S. meetings Of the stockholders or director
W thereof, or otherwise.
ARTICLE v. In the event any hold'
W or owner of stock, as well as his wid0,
estate or heirs, whether Of preferred
In common, desires to sell or dispose of II