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CHARTER OF ELLINGTON SUL'GARS, INCORPORATED. United States of America. State of Lou Islana, Parish of Orleans, City of New Or leans. le it known. That on this. the 10th day of the month of February. in the year of our Lord. one thousand, nine hundred and twenty-one, and of the Independen'f of the United States of Amerita. the one hundred and forty-tifth, before me. Ray mond 1H. Saal, a notary public, duly comn missloned and qualified. within and fto the Pariah of Orleans. State of Louisiana therein residing, and in the presence o0 the witnesses her,.inafter naned and un 4ersigned. Irsonally came and appearnt Sseveral persons who se names are here NO -'curele'd, whio sernlly declared v ng tllhemselves of tile benefit, O~ glObtions of the C'onrtitution of tith 0gdev. JYoutist5 na and of the laws of said -eltlvte to the organiza:tioli of t'r In ALns" and particularly of the i rovis Well hAct No. :3I7 of the General .lss.t tile State of Loulisiana for tih ,q they h:tv. united to forlm. allnd board by these presentst form and or _b ientsels.Ies.a well a ; i ii sit Ui sons who may hlereafter join or tm aLtrssociatted with th.em or their ol' hed . into a st,ck ,.orl,oration for tll, bid and p allrlOs's nd under the cove sttilpulations and agreementsit fol e"y. to-wit: ItIt'I.E I.--The name and title of the C fration shal;ll le Elliington Slgars, linc. niher and by said ntae. unless soon solved in accorditte with the law aii Shbarter. it shitll exlst landl continue. shall have lnit ertjoh y torlpOrIte existt e and suecession for ta period of ninety fe (Do) years from and after the dale of a act. It lmay have, hold: reteve, borrow. td. exchange, acquire by grant, gift or purchase, db ise or bequest, sell. alienate dispose of. conve.y lease. iledtige. pawn, hypothecate. enumblller or mortgage prop erty of any kind. whethler real. ltersonal or /mixld. corporeil or incorlorel. l lovaitle or immovable, all subject to sauh limitationu as may be prescribhtid by law. It may imeake, issue and endorse bonds or notes and other evidence of debt. It nmay altceplt mort gages, pledges or other forms of security for money loaned or other debts. It may coatract. sue and bm e sued, plead or be int pleaded by its corporate natame in anrt court of conmpetent jurisdittion. It ntay make. adopt and use a common seal and alter the sante at pleasure. It may hold stock in other corporations. and its capi tal stock nlhy be issued for capitatl stockl in other corporations. It may nanle. apl point and empntloy such nmatnagers. direr tona. officers, agents and otlier emnlloye' as its said business and convenience miay require, and may fix their compensation having due regard to the nature, charac ter and value of their services. It mnay make and establish by-laws. rules ant reglations not int-onsitent with this char ter or any existing olaw. fixing or alterin the management of Its property. the regu l ation and government of its affairs, aind the manner of the certification atd regis tration of its stock. It nmay wind up an dissolve Itself, or be wound up and dis aolved in the nlanner provided by law. It may conduct business in this Stat!. other BStates, the Federal IDistricts. the Territories and poseassiolts of thle ULnited States. aindl in any foreign country. It generally shall possess all the powers, rights. privileg-s and inmmunities which corporations are andl may hereafter be authorized to lpossess un der the ('ontstitution and laws of this State. and particularly under Act No. 267 of The Acts of the Gene.ral Assrembly of the State of Louisiana for the year 1914 And it shall have the power to invest its board of directors with all of its corlporate powers. subject to such restrictions as mtay be named in this charter. ARTICLE 1I.-The domitlile of this cor poration shall be iII the City of New Or es, Parish of Orleans, State of Louis tana, and .ll citations or otlher legal process shall be served upon its lPresident, or in the event of his abseni(e. uIllOt the Vice-President. or in the event of the alt sence of both of said officers, upon the Sec retary. ARTICLE III.-This corporation shtall have the power to conduct its ibusiness itn all of its branches in anly of the States. Territories, or possessionsl of thle 'nitetd States, as well as in foreign countries. aindl may have one or mtore offices outside of the State of Louisitna. The objects and purposes for whitch the! said corporation is formed. and the nature of the business to be carried on by it are hereby declared to lie: Section 1. To plant, cultivate, grow. pro duce, manufacture, refine. buy. sell. im port, export, ship, transport. and generally deal ti sugar cane, sugar, molasses. syrups. and all the products thereof, and to carry on any business incidental thereto. ind for the purpose aforesaid, to acquire, con atruct, lease, own. maintain, and operate sagar or other plantations. sugar or other refneries. and ally buildings. mills. fac tories, distilleries, and other works, neces sary therefor; to raise, buy, sell and deal In borses, mules. cdatle, livestock and poultry of all kinds, and generally to en gae nla the business of a planter; to bulild. buy, rent, sell. establish, maintain, op erate anad conduct sawmills, hotels, stores. warehouses, depots, etc., and to do a gen eral merchandise business. Section 2. To bid in. buy. sell, acquire. lease, sublet, or farm for its own account of f r the account of others, real estate. hradi and tenements, and to survey, sub divide and plat such lands for the pur pose of sale or otherwise, and to improve sad develop the same by the erection of houses or buildings thereon. and to do such other lawful improvements as may be need tmi or desirable in and about the Lmprove meat or development thereof for any pur por whatever, and particularly to drain ad reclaim lands, and for that purpose to dopr draiaage or sub-drainage districts. or to do any act which an individual might lawtally do. Seetolen . To purchase, acquire, receive. hebld. own, pledge, sell and dispose of steeks. bonds, mortgages, debentures. notes end other securitr or evidence of indebted Ies of any Arm, asaoclatlon, individual Ser corporation, or any state, parish, county. ward, drainage or sub-drainage district, a Loualsan or elsewhere. SSeetho 4. To construct. purchase, lease. or otherwise acquire and own. maintain a operate steamboats, sailling vessels, bdtge asd other water crafts, piers, dock-. or wharves, and such lines of tramway or I lmway withtin the Btate of Louisiana or lsewhere as may be convenient, newesary *.- t indenatal to any business or enterprise the company. with all necessary side s, locomotives, ears, depots, round and other equipment necessary to the openation of said piers, docks, wharves, rnways, or railway, and the trafic :o, provided. that this corporation D not. without an amendment of this have the right to exercise power To carry osi'ny othebual under the law it may be en ry on which may seem to the Scalcuhlated directly or lndi to effectuate the aforesaid objects, or of them. or to facilitate it in the lon of its aforesaid business or o. r any part thereof. or in the iloan of any other lawful buslness may be calculated directly or ldl ,, to eahance the value or to render ble Bay of the company's properties ,i. rijts, and generally to hold and ex ae as ch lncidental powers and privi Ž:-lse as relate to the objects and putposes il beflore set forth. or as may be neces 5W. iseful or eonvenlent for effecting said :"b11tO and purpose. - ATICLE IV.-The total authorised capi. tocek of this corporation Is seventeen !(1700) shares of preferred stock of pr value of one hundred ($10000) per share, amounting in the a~ to one huadred and sevenrty thboa (l I 40l) dollars, and eighteen hun (1) shares of common stock of the wlus of one hundred dollars (51000) are. amoaunting in the aggregate to hundred and eighty thousand ($180. dollars. The said capital stock shall pai d and nonasseosable when Is. aud shall be represented by eertlni and shall be personal property. No of said capital stock or sharbm he binding upon this corporation un md i a aceordance with its charter -laws and recorded on the books SV.-The holders of the pre -steeR of mid company are entitled and the eompany is obligated to aout o its net preats or earned eumulative dividends at the rate _ (8) per cot. per annum troen the onen, d no more. payable an ea to first day of March. such dirt to be payable before any dividend or net apart oa the common atock. t d pet frrode so carnkd hao at use time u pa y rg dl ' rmb sall e pa ot o the gpeet or eard rpias of the e a a numlate ail hav J6 ~i~rsr~~~d CHART&L a sum sumfficient to pay same set apart, dividends on the common stock may be de clared and paid out of any remaining net profits or earned surplus. The ipreferred stock is redeemable on any divideud payment day. either in whole or in part at the option of the Board of Dlirecttors, by the payment to the holder: thereof of one hundred and five ($105.0) dollars per share, together with ant at trued and unpaid dividends; such re:lemp tion to ibe in such mnaInter anid in naceord aune with such rules and re-ulations ar nay bIe prosided by the Board of Direc tors of said conpany front time t to time but the counlpany shall give thirty t'a day3 notice to the holders of the- stock ill tellded to ber redeemed of its intention ti redetl . ut'h ireferred stock, and upi, ,! a ailln such notice, dividends on suth Lpre t.rred stock shall cease at the date lnied for such redemrption, unla-s the companylari shall fail to redeem said stock ila at aord ante with tihe notnce; providl.d that noth ilag in thiis paaragraph tonrtainred shall pre at-t or iprohilait the lBoard of lairetor' Itrri purchasing upon the opeln rarrkaet fot lthe purpo-s ofa rledempltion such lprelt-rel atoa k as the holldersa theretof wlray be asillllln to sell at les1 tlin L olle hundred anil tell $1ll U.lS) dolular per share and accrued alnd uilpatid dividenrds. L iorU any voluntary or involuntary dis sluian or aillding upl of the courpora tiol or lidlriation of its atlairs. or upon any ilerger of tllhe corporation with arnly ot01laI r.lorpolralioln, the holders of said Ipreferredl slulL k shall lbe enititled to receive and bt paid the tull par value of tlheir shares. ianaaa :tit) aidl all dlividlends accrued tinh.lulinig iropalortliolate frac tiuual dividend for any explired portion of any dilidelnd period not a hoilly expiretIlt and unpiaid thereon. out of thea assets of the corporation, and Ulipo thie paieart of the full par valuer of such preff.rred stock. and of any aad all divi lldends uacrned las aforesail, and uIIIrl;Ial uponr such rreferred stock, any anl al a.sets of the corporation thien retraining and availablle for distribution or intendlled to be distrilbute.d, or the proceeds therael shall be distributed pro ratia airllg th holders of such common stock aLccording to tihe numbter of sucli shares hld by each; of them respectively. Shalres of thae preferred stock and of the colmlon stock shall have equal voting pow. .IITICI.E VI.-The business and affair of this corporlltion shall bIe ianaged. andi aill of the corlporate powers thererf, ishall he vested in and exercised by a Board ol iait less than five (3), nor mnore that aava.n t7; directors. to be elected fron arrhonlg its stockholders and a majority ol tile directors at any time in otlice, erither presenlt in person or represented by iproxy including the Presideant and other ofticers shall constitute a quoruml. The said Board of Directors shall elect fromt among their number a President, onut or mlrore Vice-Presidenlts. a Secretary anal a Treasurer. The office of Vicve-President rand Treasurer mray be cotrrinetd by the Board land tilled by olne and the saarne per soil. Neithler the Secretary nor the Treas urer needl ne.ceassarily be memlbers of the loard of Directors. The lBoard of Dlirectors shall have the full anllli complete control of the proplerty of this ctrompanlly and they shalil ,cordu-t, marnage and use the samle as in their di rvtilonl tlhey may deemn beat if not incon sisrtent with tihe obljects of the cotupaly and the weilfare of the satre. The ahid lhorard of Dirrctors shall have the furtlher lower to ltake, alter and annul such lby la.,. rules aland regulations for the gov errnlnunt of this corloration, as they wa)ny think proper. The Board of Dibrectors shall hiave the further power to alppoit all aglentas, clerks or erliloyaees and fix theirr ralariesa and colllpelsatriuo.n, with terml of office, with tihe right t dismliss theri ait plealiure and the sari lioarrl shall ihave the further right to ilb and delterminte the sa:laries of the ae- a-ral officers h.erein plrovidled for; Iro vidled. hoiever, that thire lioard of Diirec tors nray delegate such Iower.s to the Presi dent or ;enera-l Manager of the orlprora tiin. or to ann Executitve Committee alp Ipointted lby said loaurd and consitiag of nlot lessa thIll:n tawo directors. Any vacanc-y occurring on the BIoard of Dlire·ctors shull Ie tfilled lby the remainilng itlelrtbers rof said IBoard for the unexplired terlm, at any meeting of said Doard of Dlirectors. ARTI('I.E VII.-The first board of direc tors of tllis corpororation is hereby fixed at evetn (7) in numbier and shall be rcom posed of: It. E. Milling, whose ipostoftice address is New aOrleans. La.; ID. W. Pipes, Jr., whoae piostotice address is lHourna. La.: A. l.~nas.igne, whose postoffice ald diress is Inal'lace. La.; iniaonl A.brahaml. whose ionstotflfie address is isRacelatld. La.: Emile Kahn, whosre postoffire address is Itaceland. la.; Enmile Godcheaux. whlose pInstrlfflae address is New Orleans. La.; Jules Godchaux, whose rostlffice address Is Ntew Orleans. L.a.. with the following of ticers who shall serve until the first annual nreetlng of this corporation on the e oand lMonday in February, 19521, or until their suaccessors shall have been elected. quall fied and installed; R. E. Milling, President: Jules Godchaux. Vice-President; Emile Kahn. Vice-President-Treasurer; Emile Godchaux, Secretary. Said Board of Directors shall serve un til the first meeting of the stockholders for the election of Directors, or until their suc cessors are-elected, qualified and installed. ARTICLE VII.--On the second Monday in February, 1922, and annually ther~ after on the second Monday of February in each year, a meeting of the stockhold era of this corporation shall be held at its domicile for the purpose of electing diree tors for the ensuing year. and at such meetings the stockholders shall have the right of cumulative voting in the election of directors and shall have the right of electing the number of directors then in office, and if there be not as many as seven directors then in office, shall hare the right of electing additional directors so long as the full number of directors elected does not exceed seven. A fallure from any cause whatsoever to hold the annual meeting of the stockholders, or the fallure to elect directors thereat. shall not dissolve this corporation, but the directors and officera then in office shall remain in office until their successors shall have been respectively duly chosen, elected, qualified and installed. ARTICLE IX.--In payment of the sub Icriptlon to fifteen hundred and twenty (1520) abares of its common stock, of the aggregate par value of One hundred and Fifty-two Thousand ($152,000.00) Dollars, the corporation may purchase, receive and take title to the equity of the present vendors in and to the sugar plantation and properties, the improvements thereon and appurtenances thereof, and all other property and assets acquired by them from The L. A. Bloonl Corpanym Limited, by act before Raymond H. Saal, Notary Public of the City of New Orleans, on the 19th day of June. 1920. as well as in and to the going business now conducted by them in connection with said properties. and in and to all assets of every character connected with or employed in said business, there being annexed hereto an accurate detailed and itemiled description of the proplerties, rights and equities to be acquired by this corporation in ex change for said stock, as to amount, loca tion. extent, character and state of im provement, the lartles herein named as the Board of Directors of this corporation stating that Its value as appraised by them Is not less than One hundred and Fifty-two Thousand ($152.000.00) D)ollars. ARTICLE X.-Tbhts charter may be amended. and the capital stock of this corporation may be lincreased or decreased. or this corporation may be dissolved in the method and manner provided by law. ARTICLE XI.-No stockholder of thli corporation shall ever be held liable or responslble for the contracta or faults of this corporation in any further sum than the unpaid balance on the stock for which he has subscrlbed. nor shall any mere ainformality In organization have the effect of readering this charter null or of ex posing a astockholder to any liability other than as above provided. Thus done and passed in my ofnce at the City of New Orleans, Louisiana on the day. month and year frst hereinabove written, in the presence of Edward L. 8zabery and WIlliam IHoffman. competent witneeses, who hereunto sign their names with said appearers and me. Notary, after due reading of the whole. Original igned. R. E. Milil.g, New Orleans, La., 180 shares: D. W. Plpes. Jr.. Heoma, La., 40 shares: A. Laseigne, LarPlace. La.. 22 sahamr es; Simeon Abrhm. Raceland. La.. 225 sharm: Emlile Kah. Raceland. La., 225 share;: Eile (lchaux, New Orleans. La.. 180 shares: Ji God chanx. New Orleans, La.. 22 sharems;: I. R. faaL New Orleans, La., ah sham; R. C. Milinagl. New Orleas, La., 4 shaaes. Witnesses: . L. ASabary, Wa. Hot R. R. SAAL, Notary Publc. A true opy. New Oreas.l La.. February 21st. 1921. I. the sndersigned, Recorer t Mort gages in and for the Parish tof Orleans State of Loisiana, is herby rtfy that the Act o.f Ierpratlse of the _ *sla a. els . emw o. .Iml). Lm., .. CHARTER. DECRIPTION AND STATEMENT OF VALUES OF PROPERTIES AND BUSINESS Assets. The plantations. consisting of A.lliugton, Lone Star. Fried lander. and other properties in the Parish of St. Charles. La.. with a frontage of about one and threes-quarter t1-3,4) inile, on the 3l11.siseippi River, eau bracing an area of approximnat' l. eight thocusliand (I,0.t0 ac're. of land. of which about twenty live' hundred i'.2500 acre- are in cultij.ti tiO . togethleer eitl the' lsuarhious.e and other lbuildings anlld inllprol teilcents. right. si . e . Iris ilgs acnd appc urtenance,'. .lna,.hin ery. Itilen',. teOl, liii nll' ilents and equipmlll ent ........$l '. 1 .$ i:::ilroad and eqluiipmeeent . . - .:-t licie outtit. .,a:lle.t. tra ,'tors. tulrnl iture and ixtUrres ......... .. ....4')". "aich and ac-olunltS receilalle .... I. 1 et:In lit s a n t. ........ .... ..... i ." .lnee ased rice cropl 1a.0 anlei s-upplie, ........12.72 19 'ri,p of 1:21 .....................7."1".;1 Total Asset ............~.2...l7c; l01 Liabilities. Mort gage indehtednte.l ...$i.F1 $ Otk).Lt.00) Siunries lpayable lur'a ' hare 1-. et .. ............................ 71s clit Total liabilities ..............$10: .1 6.01 N.t worth or equlity ...........$13e.0VIAJ Marech 3 to April 7. CHARTER OF T. J. FEUBLEMAN & CO. INC. State, of Louisiana. Parish of Orleans. "ity of New Orlea:uns. lbe it known that on this sixteenth dayi of thie month of Feb ruary in tile year One thousand nine hulndred and twenty-one tl~1l21). IBefore ime. liernard Tito-he, a notary public. duly •o. Ittni,itoned and qualified in and for tie" Parlih of Orleatns. State of Louisaina uad in the presence of tihe. witnesses he.re nafter named personally caice and apipear ed thel sevenra' person.s hereinafter named lnd undersigned, all of the full tge of majority, who severally ..eclare-' that, availing themselves of the law4 of tlhe State of Louisiana and partieularly the lroesi.siels of the Act No. 267 of the General Assembly of 1914, relative to thie formation of corplorations, they have convenanted and agreeId. and by these Ipresents do c-onvenlant and agcree for themselves, their successors and assigns. to form te*llselvtes' into a cor ioration alnd body politic for the obje't and purposes and under the stipulations following : ARTICLE I.-The name and title of this e-orporation shall be T. J. FEIBI.EMAN & CI'tMPANY. INC. AIlTICtE I.--The purpo.es and objects for which this corporporation is organized Iendl the nature of the lusinile to be carried one by it are' declared to be as follows: To codcluct and carry on the businiiess of iee iorters. and deale'rs in coffee, teas. spi'er and coldimelllnte. rice sugar and food liprod ucts. grenerally. and. genera llly. tllerehacdlll.e ef all kinds: to manufeacture. ipurcchase or etherwi-se aecquire. geoodls. ware-s. lerihan li-e and peersonal pIroperty of every clas. anId de.scription and to hold. olwn. sell or thllerwise dispose of trade. deial in and deal with the bantle. This collmpany shall have power to 'ont ullret it, business in other State. ancld terri tories of the IUnited State, and in fore.ign cIoulnti'ies. acnd to havee one or miore offices cut of this State and to purchase. hold. cortage and teoniVtey . real alntd lpersonal icrol.erty 'within or out of this state: to itue Ih,,nd, anid othetr obligatiio c, icn pay e'nt for irOlperty purcihasced or na, lliredc iy it. cr fcr any othelr otbjects in or aboutt ts huines,. The foregoing claeuses shall be, cortstrlced eoth as olbjects and power, but no 'exlrea. ion oer deilaratilon of lpr'iti or gener:al Iowere alli purposes herein em tc rtedll:l -hall be ite'.Inecd to Ib, excluive tilt it i- expresscly dclc'l:lred, that all utier lawfuil ipower, not icc.onsistent there vith are hereby included. AltTIC(I.E 111.-The dotelicile of the c'or ioraltinu shall e tie City of NeTl w u rlcealcs. -te tol f Lo.uisi:na. whe-re all e it:trion or Other leg:li roecess sh:ll lhe scrvedl uponlc the President. or In the ails cnce upe the' Vice-iresident. .iltTIc'LFE IV.--The capital stock of this orpoeration shall he Fifty-' Thouscand t1$. l4l0t.)i [Collars divided into Five lundred tAM) shalre., of tiice hundred it$10t.i)0i Iellcrs cieth, to be paid for in cashi or in •repleriy. its equivalCnt. and if not in ,cash. then thie Itoaird of iir'etors of the ('oln i.cily shall determine the value of utch eiuivalent offered. All sales and other transfers of any of ice stock of this corporationl shall be void nllcle's said stock shall have been plrevioun ly offered to the then holders of the stock through the I:oard of Dlirector atr a stipulated price and if the Board of Di)re. I lors does cot see tit to purchase said sock-k, then It shall not be sold lit a less Iriee. or upon more favorable terms with out likewise offering it to the Board at suc-h price and upon said terms. The then hodlers of stock shall have the right to pur.haecse said stock in the ratio of their ioldinrs of stock. This provision shall be printed, written or stamped on each certificate of stock. ARTICLE V.--AI the corporate powers of this corporation shall be vested in and exercised by a Board of Directors which shall be composed of at least three Dlree tors of whom the majority shall constitute a quorum for the transaction of busicces. The Directors shall be elected by the stock holders on the first legal day after January st of each year. Each stockholder shall be entitled In' person or by proxy to one ote for every share of stock owned lby hin and all elections shall be held under euch rules and regulations as may be de ernmined by the Board of Directors. All voting whether by stockholders or Diret ors of this corporation shall be by ballot. The following named persons, shall con stitute the first Board of Dilrectors and hey shall hold office until the first legal day in January. 1922., or until their suc essors are elected and qualified. to-wit: Maurice C. Goldstein. 1935 Octavia Bt.. New Orleans La.: T. Jeff Feibleman. 20 Sewcomb Boulevard. New Orleans, La.; ules Cathalongne. 2337 Calhoun St.. -'ew )rleans, La. Any director may by :ritten instrument appoint another direct r to act as his proxy at any and all teetings of the Board of Directors. No allure to elect shall be regarded as a orfeiture of this Charter. Any vacancy acurring may be filled by the remaining Directors for the unexpired term. ARTICLE VI.--The officers of this cor poration shall be a President. Vice-Presi ent. a Treasurer and a Secretary but the ffrices of Treasurer. and Secretary may be anited in dhe person. The following shall e the first otflcrrs of the Corporation and hall serve until the first legal day In anuary 192. or antil their successors are lected. Maurice C. Goldstela. President; r. Jeff Felbleman. Vice-Presldent; Jules rathalongne. Secretary-Treasurer. There iter the officers shall be elected annually by the Board of Directors. With the xception of the Secretary all of the above aticers must be stockholders. Notices f election of stockholders or directors may be given by mail addressed to the last nown post-office address of the stock olders or directors and fifteen days notice hall be given for a stockholder's meeting •ad two days notice for a director's meet lng unless the latter is waived. The Board of Director shall employ and dis mLoS such clerks, managers and other em ployees as the interest and business of the 'ompany may justify and they may dele tate this power in writing to the President snd Vice-President. ARTICLE VII.--hls corporation shall h;ave and ejoy snucesslon and duratlon for the period of ainety-nine (90) years from date hereol. ARTICLE VIII.--No notes" r other negotiable instruments and no orders for the payment of money, and no contract -x-ept purctase and sales eontraets In the -rdinary course of business shall be valid nless for the same shall be authorised by the signatures o two oficers of the Com _any. ARTICLE IX.--No stockholder shall eRer be held liable or responsible fog the ,ontracta and hlarta of this Corporation Sany furter nsum thn any onpaid balance due on the shares of stock owped by ilm; norsa ll say inormality in or rantion .have tie elect of readering this *brer nul or of epopsiag a stockholder any liability beyond any amount due on his atock. ARTICLE K.--This Charter may be itered or amended, in any manner includ lug the inerease or decrease of Its capital iect. and th astalr, of the Corporation onad up, sad the Corporation itself dils Thlm icrpo.rst, hereof have placed epposite -thP r apei te signatures the lumber oe f _ har _ te pital 8etoek he 'hick each sboeuthbs wwp h sto fo aena and considered as the orilinal sub ce--ptiomfa t . this Corperatis, sad to e reor M su c. Thu.s do. and pes.ed, at my offce is he City of Nc Orla, n th day, his · lr~ r OF.lb ws iWth M psIn CHARTER. era and me. Notary have signed the'ir names after due reanding of the whole. Witnesses: ,eruard Tltche, Jr.. D. F. D)u nu. BERNARD TIT('IIE. Notary Public. I. the unde.rsigned Recaorde.r of Mort ma ges. ill ant for the pari-h of cIrl.ans. Statte of L.ouisitanla do hereby .ertify that the' aiove and foreg.ing Act of Incorpora tion. of the T. J. Feialewian & I 'o.. lIc'.. wa this day duly recorded in n!y office, in look 153:. Folio- Ittol.T. Ss'atTT, Dy. Recorder. N.ew Orblans. February 17th. 1921. A true y. D TIT lIeRI'NAPD TITC'HII. Notary Public'. Mar.h 3 to April 7. (.H IR ER t)F RALPH (;OLD)MITH CO(M PAN l, INC. United S:atf", of A.neri, a. State of L.outa' ttant. Pari.shl of Orl-an.. city taf Ntew tºr 1.":t . I:. it klnot.a That on this the ltfit day ,f the month olf i',.lruary, in the a ,:ar if olr l.ord. onel tlan ailal. ninea h a irelrd anld ta lenty otne,' and of the' lndi ipende..e of tit. lnit.ad Ma:teS:, of Ameariat. the tone huanire.lral a ai forty fifth. ietfaore itsa lita lnonl II. Sallh. a Notary l'atblia duly a tinlalni'ia i ll 'd : aI qu liftied atfII n and for fit.e l'ri"h of t rle tiai.. State I f l.oauii:ina t. and in tihe lpre-tinte of ithe ities.' here inaifter t:ant.ied andi undersaned. tpersonally .s al, i and at ppt'arled th"i .e.'ral pI, -r.sols at hi-. aIa c ar.' hvta re f f luto saibsaritted. who .....raIlly Ide.laredl that. atvailing themse.lves oif tht, benefits and ilplrovisions of thie ('Catn stitution of the Statte of L.oisilana anad of th*' laws of salid State relative to the or goanitlaioa of i'orporationus, and lparticular iy of thie prvtri-ions of Act No. "17 of the a.+ne.ratl Ass.e iiably of the State of loulsiana for the year 1914. and the alntendments thereto. they haave contrac'ted andi agre'ed and uni!ted to fornm and do. lby these pires.ts.lit., acontract and agree and bind and oblligate tlhemlIelves to forlm, organize. and a onatitute themsalelve, wl as wll as all such other l'persons who may hereafter join or elt'a alllt altsociated with thent or their n' t'a."sor. into a stock corploratiln anad body politic in law, foir the oblJts and Ituriposes andti., Ulnder the 'cndiilitions., ctove'nants .tiplulattions and agretemlents of the articles following. to-wit: ARTIE'LE I -The name and title of this corlporation s.hall tae "'RALPH GOi.l -SMITI CO'(MPANY. IN('.." and under and by said name. unless sooner dissolve'ad in :aitcordaiLtne with iaw and this charter. it .:hail exist and continue, and shalll have andtl enjoy corporate existence and succes sion for a: p.riod of ninety-nine (1.) years fromi and aft.er the dalte of this act. It ,aty have. tholdl. receive, borrow. loan, exchantge, acquire lby grant. gift or pur chase, dlevise or Iabeqlelst. sell. alienate. dis Iao.,' of. convey. le:L..p. pledge, pawan hyvlotlits',ate. enitumbnler or mortgage pirop erty of iany kind. whether real. personal or Mlixed, corporeal or intorpioreal. miovable or lnmlovablell,. all sulbjett to nsuch limitations as maly b.a parescribed lby law. It matiy ma:lke. issue and Itlendorse bonds or notes i ana d other evaidenLes of debt. It aioy acc'ept mortgages., pled'lges or other faraas of sectrity for iua.ney iatned or othier delts. It nltay contrac't. sauae and bea ltedi. Iplead' or t' itnllladed lby its cor Iptaratre name int h any collrt of compe-llttent juridli flion. It nmaly nmaike. adopt and u1se a c'orlporate steal atnd alter or bireak the same ait pleautre. It maty hold stock in at her c-rortaationi . and its at'pital stockk ftay ihe i-ned for capital atcoak in other OrporatfioatI. It mly nnamea. appoint and eaal' aioy saclah fill a .ers, directors. and ofaicers. agent, and othelr entplnlo., as its inttrests. hialsin,-ss atid conveanifnae tmay r.-lauire. all nd atLaty fix their 'taienmpena-ition.l lt:taiag duea' reg:ardl to alt, nature. clhartater a:id vialue oaf their .-rvicer . It mtay matke :lnla i e."stabl,i-h tay-liats. rules and reiul:a t;ai~ - o t inco sistl..tt t with this charter or ctfy ,\isatisnlg law. lxting or alterlng the Ianlaitiel, i e t of its pIroplerta. lthe r-egulal' . ait ion la g.av-ertnmet of its alffairs. alnd the an-,'nir otf the certifiataaion and re1altra tion of it . tock. It maiy hrlltt up and dia.ole, its-elf. or le wouind up and dit. moaltedi in the manner lpre.cribed by law. It fayi catnduct bu-ine.s in this State. 'other Sltates. the Fetderl istricta. tle T."rritories anild .o'..--tionsa of thlt United 'States. and :iny foreign cottutry. It shall h:ot the power t- intel t its. tard of Iairt-ors with iall of it. aiorporfate powert. subj.-.'t to such rtestrictions ats aoay ae f:int; ad in lths charter. And it geneirally .hall hatve andil po.ess all the powt'ers. right. privialees atnd inmunities which 'orpiorations are and natty hertteafter htle athorized to have and posse.,s under the S'oiastitutiaon or the iaws of this State,. and ptarticularly under Act No. 267 of the tActs of the General A.enaly of lthe State of Lo.tuisiana:t for the year 1914, and the anttenta .enta thereto. ARTICLE II.-The domit'le of this cor pora ,tin shaill e the ('ity of New Orleans. P'ariish of (Orlatns. State of Louisiana, and all citatlons or other legail process shall he served upon the President of this cor poration. tor in case of his albsene. upon the Vice-piresident. or in the abstence of ithese officers. upon the Secretary-Treas rurer of this corporation. ARTICLE III.-The objects and purposes fo.r which this corporation is fornmed and the ntature of the busine.a to be carried on ly it are hereby declared to be: To e:alage in trade or colmerce in all of its forms. shapes and phases as principal. aient. on commission. or otherwise; to buy. sell. import, export and generally deal, operate and trade either at whole tanl or rettil in all kind of merchandiwse without inhniatlon, but especially rice. :ither rough or clean, and the by-products thereof: aid to carry on any other busi nets which, under the law, it may be entlitled to carry on which may seem to the corloratlon to be calculated directly or indirectly to affaert the foresaid objet tf or either of them or facilitate it lan the transaction of the aforesaid buaineas or lausinesses or any part thereof, or in the tranaaction of any other lawful business that may be calculated directly or li directly to enchance the value of or to render profitable any of its property and rights and generally to hold and exercise all such incidental powers and privlleges and do and perform all thinga a relate to the objectsa and purposes he rlnabove set forth or as may be needful, nee-saary. aroper. useful or convenient for effecting Taid objects and purposes. ARTICLE IX.-The authorlaed capital stock of this corporation is hereby flxed at and declared to be the sum of Five Thousand Dollars ($5.000.00) which capital stock may be increased in the manner pro vided by law to the sum of One Hundred Trhousand Dollars ($100,000.00). The presently authorized capital stock of this corporation shall consist of two aun arred (200) shares of the par value of Twenty Five Dollars ($25.00) each. The capital stock shall be represented by cartifleates and shall be personal property,. No transfer of said capital satock ahall be binding upon this corporation unlear made in accordance with its charter and by-laws and recorded on the books thereof. ARTICLE V.-The capital stock of this corporation shall be fully paid and non assesable when issued, and snbal be issued only for labor done or for property actual ly received or orr cash to be paid at such times and in such amounts and after such notice as may be determined by the Board ARTICLE VI.-AII the corporate powers of this corporation shall be vsted in and exercised by a board of three (3) directors. each of whom shall hold in his own name at leafst one (1) share of stock. Baid Board of directors shall be elected annually on the third Wednesday in February of each year. the frst election to be held in the year 1922. All such elections ashall be by ballot, at the ofice of this corporation, under the supervision of two (2) commis slaners, to be appointed by the Board of misioner, the .Preident shall have power of stockholder., except for the purpose of liquidation or dissoelution, or as otherwise requilred by law. fifteen days' notice shall be given by mailing to each stockholder. who appears as such on the books of this corporation. at hls last delsigated ad dnrebs, or c/o Geaeral Delivery at New Orleans, if be has not designated an ad dresa, an announcement statling the time and place of the meetting, Each share holder shall be entitled to bne vote for each share of stock standlng in his name on the books of this corporation. to be cast In person or by proxy, and a majority of the votes cast _i person or by proxy shall elect. The Board of Directors sail harr power to 1il all vacacies that may occur In the Board. Failur to elect directors on the day above speeied shall not dissolve the corporation, but the direct ors then in office shall remain in oflle untll their mucmor are eheeted and quaUfled. Due notice of another election shall forthwith e gilves as above provtded. Such notlee of election saDU he eontianod to beg until an electioa ia held. The Board of Dilret at their first mti ollowingl each anual election shai e ct from their number a President. a Vice president and a .oretay-Treiur e lan shall from tim to tie as they ml It appoint aor ip mseuh ether ampkloys an a - CHARTER. lBIard of Direc.tors shall have power to is;k.' and establish, as well as alter and an.nild. all by-lawt... rub.- and reg ',lations ul..cssalry andi proper for thie unlldletl' and1 nlllanagement of the lbus.illness and affairs of tlhi- coror:ltion. lnot ilnconitent with it: charter. Said lBoard shall allo, have full pllwer and authority to do all acts and things reasonably nlecessary for the propper carrying on of business of this corporation, and to carry out thel objects ud purpose, for which this corporation i, org: ;nize'd. including the borrowing of tloney u s'-es -:ry for the ordinary ,inuiln's olIwrations. :ild thlrough the presideint or somlle other duly ultthorized plrsou or lper. ons to exe cute" andi issue therefor notes or oth.-r obli at ins of t his ,rloration on su,'h ft.rni,. a in th-.ir judL.ilt may be iad :n.lta, )il's iand shall also hate full pOW.r :ald uthlilOrilty to i--ue andi d,.liver full paid hl h:r.s of stock of this corporati -nl fur money, labor. ,ersics. or property. or rights actually recelsecd by this cur l-,ration. A tIajority of the dlrectors shall 41unsti tult. n quorum for the tran-saution .o: any usit ies . At allny .'etin of the lBoardl :ly" director alb.ilt fron ieeting many be represented by proxy. Until tie next gt.nerr :l t ln ting to 1,he hlul,1 undir tids charter oil the Third Wedle.-dl;ly in F.-bruarv 19.2. or until their duily lualitiedl su rccs, ors ar.e b1istr'ed and in stalled. tile lo:arld of l)ir,s-tors shall Ie 'cowl; .osed of: Ialph tGoldsmith of 214 Southl I'eters St., New O)rleanlls. 1... Edward I:. l.enjamtn. c o, Maginltis Cotton Mills. New Orlu+nr s. l.:l.. Irving It. Saai. 117 Whitney Central Building, New Orlean.s, LIa.. with Ralph Goldsmith. as President; E. It. Il;enjamiu. as Vi.e-pre.sident, and I. it. S;al as Se.-retary Treaaurer. AItTIt'LE VII.--This charter may be anelllnded.land tle capital stock of this cor porttiuon nay be increased or de,.reased, or thisi corporation may be dissolved and its affairs liquidated in the method and masnner provided by law, as now or here after in force. ARTI'CL.E VIfl.-No stockholder of this corporation shall ever be held liable or responsible for the contracts or faults of tills corporation in any further sum than tilhe nnpaid balance on the stock for which he has1: subscribed. nor shall any mere in formality in organization have the effect of rendering this chart,.r null or of expos inl a stockholder to any liability other than as above provided. Thus done and ptassed in my office at the City of New Orleans. Louisiana. on the day. Ilonth atfi year tirst above written. in the presellce of 'illoe Gallmnann and .linllnye .1. liensone comllpetent witnesses. who hereunto sign their nallmes with said ap:lierers and tle, Notary, after due read ing of the whole. Witnesses: Chloe Gallman, Minnye SI. llensoue. R. II. SAAL. Notary Public. I. the undersigned rcorder of mort gages ill land for the Parish of Orleans. State1 of Loulisianna. do hereby certify that the albove iand foregoing Act of Incorpora tion of Italph Goldsmith Company, Inc.. n;as lthis day dullly recorded in my office it Hook 12.7 folio 1S2 New Orleans, Loulsiana, February 18th, 1921. ROlBT. SCOTT, Dy. Recorder. A true copy. New Orleans. La., February 25th, 1921. R. H. SAAL. Notary Public. MIarch 3 to April 7. ACT OF INCORPORA.TION OF THE BUR HB.NK ('4OMPA.NY INCORPORATED, FEIBRUAR ITIIT, 1921. United States of Arn.ris'a. State of Lou liun1. Parish of Orleans. City of New Or Ia:11ns. le it known. That on this eighteenth day of tilhe moth of February in the year of our Lord. one thousand, nine hundred land twenty-one: before nme. Charles Tlheodore Starkey. a notary public, duly contlissioned and qualified. In and for this .ity and the Parish of Orleans. there ill residlng. and in the presence of the witnesses hereillafter nanldli and under signed. personally clame and appeared.4he e.vral pIersons whose nlnlme are hereunto -stthsried. who severally declared that. av;iling themselves of the benefits andl rovisions of the Constitution of the State of Louisiana and of the laws of said State relative to the orgalnization of corporation and par ticularly of the provisions of Act No. 267 of tile General Assembly of the State of L.ouui,.llna for the year 1914; they have conltraclted and agreed and united to form and do. by these presents, contract and Lgree to bind and obligate themselves to fIrll and organize themselves as well as al such other persons who may hereafter join or beIome associated with them or their successors, into a stock corporation and body politic in law. for the objects and purposes and under the conditions, •-ovenants. stipulations and agreements pf the articles following to-wit: AIRTICLE I.-The name and title of this corporation shall be Burbank Company. In crorlorated, and under and by said name. unless sooner dissolved in accordance with law and this charter, it shall exist and continue, and shall have and enjoy cor porate existence and succession for a period of ninety-nine years from and after the date of this act. It may have, hold. recelve, borrow, loan. exchange, acquire by grant, gift or purchase, devise or bequest. sell. alienate, dispose of, convey, lease. pledge,. pawn, hypothecate, encumber and mortgage property of any kind. whether real. personal or mixed, corporeal or in corporeal. movable or immovable. all sub ject to snch limitations as may be pro scribed by law. It may make, Issue and endorse bonds or notes and other evldences of debt. It may accept mortgages, pledges or other forms of security for money loaned or other debts. It may contract. sue and be sued, plead or be impleaded by its cor porate narde in any court of competent Jurisediction. It may make, adopt and use a common seal and alter the same at lleasure. It may hold stock in other cor porations. and its capital stock may be issued for capital stock in other corpora tions. It may name. appoint and employ such managers, directors. omeers, agents and other employees as its business and convenience may require and may fix their compensation, having doe regard to the nature, character and value of their serv ices. It may make and estabUlish by laws. rules and regulations not inconsistent with this charter or any existing law, fixing or altering the managements of its prop erty. the regulation and government of its affairs and the maner of the certif8cation and registration of its stock. It may wind up and dissolve itself or be wound up and dissolved in the manner preseribed by law. It may conduct business in this State, other States. the Federal District. the territories and possessions of the United States and any foreign country. It shall have the power to invest in Board of Directors with all of its corporate powers, subject to such restrictions as may be named In this charter, and It generally shall possess all the powers, rights, privilges and im munltles which corporations are and may hereafter be authorired to possess nader the Constltution and laws of this State and particularly under Act No. 267 of the Acts of the General Assembly of the State of Louislana for the year 1914. ARTICLE II.-The domicile of this cor* poration shall be at the City of New Or leans, Parish of Orleans, State of Louis tana and all citatlons or other legal process shall be served upon the president of this corporation or in the case of hisl absence, upon the vice-president or in the absenee of both of these oicers, pon tho secretary of this corporation. ARTICLE IIL-The objects and pur poses for which this corporation is formed and the nature of the business to be ear rie on by it are hereby dared t. be S.To purchase buy, sel,leal is and operate any building and paving ma terial in Louisiana and elsewhere, to hloe, own and operate sand and gravel beds, de posits and lands and any other bd~, and to enter Into obligattions, undertakinglrs and engagements and to make and do all things necessary and proper in coaneetlion with the and and gravel buslneu and further, to do a contrating, constructing and en gineering bnusiness, and espeely to bid work of al tkin d, giv out and sub-cn tract or ub-let ny or all oI the said work, to construct and maintain highways, road etc. and to fruabl all material nlecesary thteroer. Section 2. To store, transport sad sell all and any of the sid products above specified and for the convenieat conduct of the sme, to mainin sueh eontroi and branch c as may be oal neeassary Section 8. To apply for, purchae or otherwis cqulre adu ne, operate, sell asign. transfer and#therwise dlpos of, prcess. formuis, patents, licenses ad ImrvemetsL o Mea menad ar not a der ietters patet, domestie or foreign. Sectionl 4. To arry on al allied a bciated line of buines whieh may be directly conne·ted with or may further and aboe apecilod. --~; ' .~.k n, vo-- - l" CHARTER. S|halr .* , anllI sauch lines of trat va:iv or railitay a, wa y b""" u. venitit., n.""a"--;.re s.ide t rniks, lo, onlliti e-. c..rs, d'lput. round-hout.es an li,thtir uitnlllnlittlltt if•""4 ..ry ti thei ofration of saidi vestl, pie.r-. dlo'k. wharv. ., tr:.n «i s or railways and tritli. thereon; proe ided that thi. , orpra tion -hall nut. withut an atnindltant if this charter, b ,, a cot'mmon carrier or hale the right to exercise the power of etitintuit duOllllin. `u,-tion 6. To enter into, make. ,p.rforrm and carry out outr:ract- of eery kind not .onltrary toi law. w ith iany pcrset, Lirult, a- , liatiin or corporation, andt to carry in a;ly other blsiltess which under the t;%\ it may b ,entitled to carry on. thii- nut.. oilR. to thi corporation ti ie iia, tlatt",. d ire .,tly o r in d irectly , to .f f,- 't thie atu - Said obljects or either of til.-it or to fa"ili tate it in the transacton of its afore-aid busintsi s or bu -ins, -e" or a1t poart th,.r'"of. or in the transaction of any other la tull btu.iLnes that Iau.s be ca ,lc, itl d dir,I.tl or itn ire'tly to inuha e t "lt .-inte of or to reudi.r protitabl,., any of thei'corp.oratit plroi.erty atnd righlts., aind g,.it.-r, ty to hol, tut i 'x e rc isi " a ll s u c h i .-i , .n ta l t it ,, ,,'i- a Irivil,"4' ias relate to the u ljii ..it a it t, lr poses hereinabov.:e set forth a:.s may be ni, e' .ar., us eful or conveunient for elli'ctitg said ollbjct and purposea. ARTICLE: IV.-The authorized capital stock of this uorporatioi is her-eby de. lared to rbe the suti of twenty-tfie thlu land $2S.:Xa5lt)ti dollars. w hichi capital stck may be increased in the niantner provided by law to the sum of one hundred thou and (t1il t1l.O0) dollars. The presently authorized capital stock of this corporation shall be reipresented by two hundred and fifty haires of the par value of onei hun dred dollars each. The capital stock shall be represented by certificates and shall be piersonall property. No transfer of said capital stock shall be binding upon this c.orporation unless made in accordance with its charter and by-laws and recorded ont the books thereof. ARTI('LE V--The capital stock of this Sorporation shall be fully paid and non assessable when issued and shall be is sued only for labor done or services ren dered or for property actually received or for cash to be paid at such times and in such amounts and after such notice as may be determined by the Board of Directors by a Board of three directors, each of whom shall hold. in his own name., at lea.t one 5hare of stock. Said loard of Itlreetors shall lie elected annuillv on the set Monl tollday in March of each year. the irst election to be held in the year 11rs All such electiona shall be by ballot, at the office of the corporation, under the super viion of two .otnmissionert, to be ap tpointed by the Board of dllre'ctors and in the absence of any commissioner, the i'resi. dent shall have power to fill the place by alpointttlentt and of all such CeletiOtns, as well as of all meetings of stockholders. except for the purpose of liquidation or dissolution, or as otherwie required by law. ten days' noutice shall be given by nmailing to each stockholder who appears as such on the books of the corporation, at his last dreignatel address, or at the general delivery at New Orleans, if he has not designted an address, an announce imient stating the time and place of the ire.tting. Each shareholder shall be en titled to one vote for each share of stock standing in his name on the books of the iontpally. to be cast In pierson or lby proxy. and a majority of the vote cast shall elect. The Boardl of Directors shall have powir to till all vacancies that may occur in the roard. Failure to elect directors on the day albore spelfied shall not dissolve the uorlorathion iut the Directors then in of tice shall remnain In office until their sic cessors are elected and qualified. luee notice of another election shall forthwith ble given, as above provided. Such notice of election shall be continued to be given until an election is held. The Board of Directors at their first meeting following each annual election shall elect front their number a lresident. a viced-president, and a secretary-treasurer. The Board shall have power., in its discretion, to unite two or more offices, and the same to confer upon one person and shall have power to fix thei salaries of all officers and all such other officers and employes as they deem necessary. The Board of Directors shall have power to make and establish, as well as alter and amend, all by-laws. rules, and regulations necessary and proper for the sutlplort and management of the business and affairs of said corporation, not incon sistent with its charter. Said Board shall also have full power and authority to bor- t row soney, and through the president or some other duly authorized agent or I agents, to execute mortgages. Is sue notes, bonds or other obligations, in su-h anmount and on such terms as in I their judgment may be advantageous; and generally to do all things reasonably neces sary for the proper carrying on of the business of this corporation. as also to issue and deliver full paid shares of stocksll and bonds or obligations of this corpora tion. in payment of money borrowed, or money, labor, or services, and property or rights actually received by this corpora tion, as heretofore setforth; and shall have pIower to do all such acta and things as may be necessary to carry out the objects and purposes for which this corporation sa organiaed. A majority of the directors shall con stitute a quorum for the transatlon of any business. At any meeting of the Board. any Director absent from the meeting may be represented by any other director, o I may cast the vote of said absent Director. according to the written instructions of said absent Director. The Board of Di -ators shall hbve the power, by vote of not less thsan a majority thereof, to sell. Rlease, mortgage, by bond mortgage or otherwise, or to pledge any and all of the property movable or immovable, belong ing to the corporation, or to receive in exchane therefor. money or stoclks or bonds or other obllgation. of another or poratlon, without referring to the share holders for the power to do sao; and tbey may also purchaae for stock in this cor porastion or for cash or on credit, prop erty of any kind required for any of the purposesa oft this corporation, without au thority of the shareholders. rantil the next general meeting to be held under this charter on the scond I Monday In Moreh, 1922, or until their duly I qualified successora are elected and in stalled, the Board of Directors shall be composed of Hugh P. Burbank. Weetwego. La.: George K. Fore, 624 Whitney Cen tral Bank Bunlding and Morris R. hao. 196 Carrollton Avenue. with Hugh P. Bunr bankh a presidett, with George K. ]rorce as vice-president and with Morris R. Shaw as secretary-treasurer. ARTICLE tII.--Thls charter may be amended and the capital stock of this cor poration may be increased or decresed, or thibs corporatIon may be dissolved in the1 method and manner provided by law. ARTICLE VIII.--o satockholder of this corporation shall ever be held liable or rponsible forthe contracts or faunlts of I this corporation in any furth~a sum than i the unpaid balance n the stoch for which he has pubcribed: nor shall any mere in formality in organization have the Ret of rendering this charter null or of expos ing a stockholder to any liability than as above provided. ARTICLE IX.--No stockholder may sell. assign or transfer his tock in thi or poration witbout giving to the company, through its secretary, thirty days prior notice in writing of such Intentions, and the other stoclkholder shall have the first privilege of purchasing the said stock at i the booe valUe thereof for a period of thirty days from the sid notiec, after the expiration of which time said stock may be sold in the open market. Thus done and passed, In my offie at i the City of New Orleans, Lolsiana, on the day, month and year first above written. in the preaence of Leak 8meriek and LoUiS R. Alba, competent witneasses, who ereunto amsg their names, with sid ap petrem, .and m, ot, cte d red fag of the whole. (ORIGINAL SIGNED): •. P. Burbsnk, shares GeO. . Force, shares; Morria R. 8haw, U0 shares. Witnesses: L. Slimerlck, Louis R. Alba. C. T. STARKEY, - Notary Publlc. Recorded in M. O. B. 1253, folio 311 I. the naderaigned Recorder of Mort iggs in and for the Parish of Orleans, of Louisiana, do hereby certify that the above and foregoing Act of Incorpora tion, of the Brbnk Co.. Inc.. was thi dsy duly reserded in my ofie In Book mta, foI IS, New Orleans, February 11th, (8IGNED) ROBT. SCOTT. Dy. Rae. I. hereiby certify that the above and fore going is a true and coroect copy of the originaL C. T. STARKEy, SNetary Public. CIARTIU OF DIXIE LU * 3OK ' COMPAdi~r INqC. United States of Amrca, Parish of OI lan, City of New Orisns Be it known, That on this at y of the month of no-y "e e a e CHARTEpR7 I:... r. 1 ":l te l ' l' t • 1 ,i -,r' -r r t[at l. rn :r" untId be S " '" " till 8ti! lr\ of tlh. s th. h.r1 . .,,.' Lr ' - , I' t 0 tklt. -IrI to crr 01 , the . (. ,ity of f o "i ". 'w ' " i , ion is rie, 1 1.'-i- • -o sard o 1 i t: t L o" Ls: a and \r Iw r ' " I! r"' i; n otio a I lii,,,r, ' -i, ',I I f Ih. iiliile d . i' : .I ii . r . u e this ... ... the ikrllh.ll: i tf l, i Vr and the - iall e * r I L 1. r ti purchase ui biii er, i o. }t,1ar1 tobL AltT(l . it.TIie amount of te tl ,.t.,,ek til. p lratio is r c IreI tI II' ve to nd dolls, wh", ti h' ll i-.ik t of ti - th- an l the ir lii of hundred II 4sl$0)I ellr.' . tlfty per cent of iltill be iiktisubri,.kt for before the Of thef tr,' lrt .. It iicorporteso a4f aler ct.llnt i t Ill, itll)il shalll cgL ,befor. thin -r,-orition shall ta h Ibusinel . iwhiiih Ilel I.e. howtoe,r l or lrltert a... . rat6c. sbiseritl shall be pilt fir Il, cuith or la al.'la lly re...ie b1 y the corporat nlor e ctul i" ll e ar the rw he Ti: lrnol.I.t to whlel t the capiet t. of tiiit t "-irjorat-i)r lkay be ILcrd ~ $25.IO. No transfer of the stock olf l s a wlorlto hall lt ri. ilkt og ony this ca. tiorn unlle tI. ide oni, thr booka of it I'oration. arli,- 1no )lli or olther dlaI thereof hfl.:ll bi alid unless the esh tirt offlrred t" th r. tnl:ining ttchae i of this onk lalln for t on days at ha not to -xlldy the ,ooli rale theretl the odateol k of t bee :i n ofr, after wg ther .id ofer is ion t i tcpted, the e el AlRI Le sol d l thb owner thereatof All stock acuireot il. t1is corpoa tisenI bo sulbject to thei Irofiions of tihisth ARTICLn E . -All tile Iower of Ithais peoreationl ~hll tIe viteald in sad the kh ness of thlii corioration malyset tranaktes ly W s Ich ayrd of Dlrectorsth cthomldate of thre Iho, two ot whoim ak courptitkutie rt .ulor t. The Boated Of rehstorhall be i .erot athnnerally isn TIle trl rldlrd of th irectora tiaLt tllib ckartur elll irve until th erpo Anlnll a.netri of the stockrohld es a unoratil t hall buccesorsn are elected ualitieon d. The tirst o irat of tDireetors ati irlt of the tothewing: Francl mllmg New thOrlern. l a.; riltlle m . Day, orleane. La.: i.. J. Lampton. Now b leans. La.: M1rs. Wlm. II. [Lay. New Odh La.. and of lce aboveo named Dirtseen t following lshlll be athe officera: Iug Towner. president: William 0. Oray,et president; L. J. oLanmton, sedthe i of wholm hill hold owine ntil ther n cessors are ,lected alnd qrllol d. Each subsetqent Board of of DieutoIIgU elect from its nu helllr. as soo a page after its own electtion. a president, a sia presideint and a eeretitry-tfesat55 r a mlay appoint tucht agents or emplsym they niiey deem propler for the bhId this corporation. All lenctions ashall be by ballet o ofhe of the cororaltion. under tLhe l vision of two comnmisaloners to be oointed by the Boardl . hich midelli Tioners need not be stockhelder. 3smi of such maeetng or any other aI be given by the scretary, at elecs 1 in writing. either in aperso.n or li - said notie to the last knowa said stockholders. At all meethgsI stockholders. every stockhelder hal Tentitlcd to one vote for each sasl share of stock in his name ni tl I of the corporation on the date af the Ing. Said votes may be cast l In pe i by proxy. which proxy mast !ein ing. and a majority of votJ e s eeli elect or determine. The failure to hold electeios is the said directors shall not aeoi iw solve the corporation nor iipuk ib agement in any respect; bat thiY then in offlce shall hold office al I successors are elected and qualled. All vacancies on the Beard, t Im for what cause. shall be ailled afts malnder of the term of the aIl by the remaining directors. A y of the Board may appoint a preql Ing to represent him at the the Board, who need not he a h ARTICorpE orati.-Ths act o l -I tlon may be modified, chang lled I amended, or the said corpeatite dissolved with the assent o l the capital stock outst adllag e ing oi the stockholders called s purpose, after fifteen daysaste d Le lag. delivered either in perius to the last known address t o the meeting. All notices may i by unanimous consent. Isn Ias . lution, the attairs of the be liquidated by two comrnliltl chosen by the stockholderrs. ARTICLE VII.-No lsctkheMR ' ever be held liable for the faslb tracts of this corporation in 5A sum than the unpaid balsane 1s poration on the shares of sta l the said stockholder; nor sa j Intermality in its orgaaisaties eflect of rendering this chart exposing the stockholders to M beyond the amount dae e5 his scription. ARTICLE VIII.-The eo Mrs. William b . Day efor tlhiui to this charter for the iam atl hundre4 dollars ($1300) is cea5 transfer to this corporation or of the merchandise described 0 ment hereto attached and same totalling the ftll sum of balance of r140.6 over sand aslW sum of $1300 to be credited to *l 0. Day on the books of the the said statement shownla - d the said merchandise, whlcO ment is sworn to by the diitId said corporation, and which .541 is to be read In connection wIlh charter, the same as if written full and in detail; the total thereof being $1440.66. ARTICLE IX.-The suberIb u charter have written opposite ih tire names the amoont of a corporation subscribed afor byl this charter may serve as the 5l scription list of the corporetiea, have also stated their postriLd as required by rlaw. Thus done and e assed hl e the day and date aforesaid one of the witnesses heretonb competent, residents of New wrho have heretto snbshciedb wIth the said appearers tho I aftera doe reading of the whL (ORIGINAL SIONED): ranclis Towner and othrf Witnesses: Thomas C. Bigg_ Robbert. Notarl I the uandersigned RPcorY gages ia and for the Plsine mtate of Louslanona. do dhereb the above and foregoing cm.d Dixie LunIber & Boxe Co., lc., day duly recordetd in my i 12i3. folio -, New Orleans, Ia 24th. 1021. .e (bIGOED) ROBT. I. the undersIgned authority, the above is a true aad the charter ofe the Dixe Co. Inc., except the names scribers thereton of record h hNotarial Records. togetherlit , aten of the Recorder of Mhrth of Orleas, thereto appended - In faith whereof, I hereto this th day od F the:n.