The herald., 1922-08-31
CHARTER.

D acts and things necessary. convenien
= or appropriate to the accomplishment
of any of said purposes or german
s thereto.
e ARTICLE ". The presently author
n lied capital stock of this corporation
c Is hereby fixed at the sum of ON
: Million Dollars (Sl,0O0,O00.0O), divide,
> into and represented by ten THOUSAND
t one Hundred Dollars (Sl00.0O) pc
5 share. The amount of said stock ma!
be increased to Five Million Dollar!
= $4,000 100000.
j ARTICLE V. No transfer of stool
snail be binding upon the corporation
= unless and until made and recorde,
r upon its books. The corporation shall
Z, nave the right to refuse To transfer
[ any stock 50 long as the SharehOldel
g demanding the transfer is in any way
E indebted TO the corporation, and tn,
J corporation shall have lien, pledg,
I ana privilege on each share of STOCK
to secure any Indebtedness due by the
shareholder TO the corporation.
ARTICLE VI. All the powers of this
l corporation shall be vested in a Board
composed of not less than three nor
more than seven directors. The pre-
else number of directors within said
limits Shall be fixed by the stockhold-
erS at the annual meeting or at 4
special meeting called for that pur-
pose, provided that in the interval be-
tween stockholders meetings the Board
itself may elect additional directors
within the maximum limit above pro-
vIded, If the stockholders shall not
nave elected the same. \ majority Of
the Board shall constitute 4 quorum.
Said Board of Directors shall be elected
annually at the stockholders meeting
to be held annually at the office of
the corporation on the second Monday
| IN May OF each year, after notice given
! 70 each stakeholder by mail at least
| fifteen days before the date of the
meeting addressed TO the last desig-
/ mated address of the stakeholder: or
| designated N he.
| General Delivery at New Orleans.
| special meetings of the stockholders
may he called by the Board of Direc-
tors or by the President or Vice Presi-
dent at any time and notice thereof
Shall be given IN the manner provided
Tor annual meetings; provided that in
All cases all notice may be waived by
unanimous consent. Each shareholder
snail be entitled to one vote for each
snare OF stock standing in his name
on the books Of the corporation, said
vote TO be cast in person or by proxy
and majority of the votes cast shall
elect. Failure to elect Directors on
the day above specified shall not dis
solve the Corporation but the Directors
then in office shall remain in office
until their successors are elected and
qualify. The Board of Directors shall
nave power to fill all vacancies which
may occur or in any manner arise or
De created on the Board, even though
no quorum remain at the time such
vacancies are to be filled. The Board |
Il
dent Nice-PreSident and shall also |
elect Secretary and Treasurer who |
may be the same individual and need |
not be members of the Board or stock
holders' and the Board is expressly |
authorized from time TO time TO dis
pcnSe with any of said officers and
or combine and /or separate any OF
them, and / or elect any other such
Officers as the Board may think proper
or convenient to the carrying on of the
company $ business. and to provide
'Ia sald oiticers need not be mem.
berS or the Board or stockholders; and
the Board shall fix the salaries of the
Officers agents and employees At
any meeting OF the Board of Directors
may be represented by any other Di-
rector who may cast the vote of the
absent director according to the writ
zen instructors. either general or
SpeclaI, OF said absent Director The
Board of Directors shall have authority
10 make and establish, as well as alter |
ma amend. all bylaws, rules and regu-
atlonS necessary and proper for the
support and management of the bust | !
ness and affairs of this corporation l
ma not inconsistent with this charter: .
ma mo tney snail have power to authorize
ne borrowing of money and the issu-
nee OF notes and the execution of !
'IeugeS and mortgages, and generally /
o 90 All Things necessary or convenient =
or the proper carrying on of the BUSH
less of the corporation. !
nun general meeting of the stock. :.
OlderS for election of Directors TO he l
eId In 1923, or until their duly quail Il
led successors are elected and in o
tailed, the Board of Directors shall o
Z composed OF the following: H. !
epPesen. Il A. Naman and J. W. I
,uchanan, the post office address of u
II or whom in United Cotton Build o
lg' New Orleans. Louisiana. Pending u
ne general meeting of stockholders II
b n'IS; these Directors may elect :,
ther Directors up to a total of Five "
ARTICLE VII. This act of incor.
Grafton may be changed, modified or "
a vote OF two-thirds of the entire L
ipltal stock present or represented at y
genera meeting of the stockholders e. e,
ous notice shall have been given in VI
lie manner above required, to be given
the annual meeting of the corpor- Ia
ton. WI 0i CT
ARTICLE VIII. If this corporation la
lall be dissolved, either by LIQUIDATION Sc
IRON any other cause. it's affairs %
laiI be liquidated by three Commits Il
& of stockholders convened for The sd
irpoSe or liquidation, and to be elect q
ny tne majority vote of all the n
ociknoIuers voting upon a parity. Said ga
iuludtorS snail remain in office until oS
e affairs of the corporation shall an
we peen fully settled and liquidated DC
~ 70 bo they shall have full power and rTaa
the property and assets of the cor
'ratlon and to distribute the proceeds WI
case OF death, disability or resig- pf
lu0h OF one liquidator. the vacancy La
al be filled by the survivor sill
ARTICLE IN. No Stockholder shall &C
heId liable or responsible for the 10
htrdcts or faults of said corporation Isl
any further sum than the unpaid 10
lance due on the shares of Stock
sned by nj i'm, nor shall any mere or
esorhaLty In organization have the OF
Lect OF rendering this charter null dl'
|
DIZZY beyond the unpaid balance due DIR;
his stock. No an
In order that this charter NAV servo Gu
the original subscription list. the of
oscriberS hereto have indicated oppo- 20,
z thelr respective signatures the lot
HDer or shares of stock Subscribed | Me
by each of them in
mere is annexed hereto to he read
connection herewith an accurate de- Wi
led and itemized description OF Ger jhe
n property conveyed to this corpor- Co
on Ior payment of subscriptions To Fo
capital stock, together with a state IL,
NJ Oh the value thereof, as appraised of
the directors. fer
nus uone and passed at my notariaI uat
Ice in the city of New Orleans i
tie of Louisiana, on the dav montb tog
year first hereinabove written in on,
presence of Monte NJ. Lemann and ser
us Bethancourt, competent Witnesses bel
nave hereunto subscribed their sitl
mes together with me, Notary. and par
sdlu appearerS after due reading ian
the whole. ehs in
Original signed) Liy
illnesses: Monte NJ. Lemann. l. Ne,
w u,rc ~ Gnu