The herald., 1911-05-25

absence, upon the vice president, or in tie
absence of both Of those officers, upon the
secretary of the corporation.
ARTICLE III.
The objects and purposes for which this
corporation Is established and the natur"
Of the business TO b" carried on by 1t are
declared and specified 10 be to purchase,
own. hold, sell. mortgage, lease, ALLEVIATE,
receive and otherwise acquire and dispose
Of real estate oil and mineral land. and
oil and mineral rights and any other inter
est in lands, both in Louisiana and else
where; 4" buy. sell. own, lease. or other
Wis" acquire, and 10 operate and maintain
a. principal or as agent, in this state or
elsewhere, drilling outfits. machinery, appli-
ances. apparatus and buildings ~ every de
extraction OF oil or any other minerals from
the earth. and for the housing. prcserya-
lion, handling. refining and transportation
of same when 50 extracted and particu-
larry storage tanks and pipe lines. all sole
~ for the Uses Of its own business and
without power Of eminent domain; 10 buy,
sell, or otherwise acquire and ALLEVIATE, and
to establish, export or import oil, miner
ais or mineral products Of all kinds and in
connection with said objects 10 lease. buy,
sell, build or otherwise to acquire, and 10
locate and maintain warehouses; sheds. stOr-
age tanks, tank cars, dweiling% store
houses and repair shops; to sell merchaa-
disc and carry on a general store and com
miSSary and to conduct hotels, boarding
houses and lodging houses for its agents and
employees, and generally to hold and eI-
erciSc all such incidental powers and priv
ilegeS not expressly excluded as relate to
the objects hereinbefore set forth.
ATICLE ".
The capital stock Of said corporation is
hereby fixed at forty five thousand dollars
tSiJ.OOO.OOD divided into and represented
by nine hundred 5000 shares at fifty dol
lars jSJOOOD each. The whole Of said
pr RI m bN nd
delivered To any person, firm or corporation
for the requirement Of the rights priv-
lcgeS. franchises and property. or any part
thereof, now owned or controlled by the
Rita oil h Development Company (unincOr-
pOratedD. or to any other person or COrpOr-
alton for property. rights franchises. etc.
purchased and acquired by this corporation
also in payment. settlement and adjust
ment ~ the costs, fees, charges and eI
penScS and commissions incurred for ser
vices rendered in the formation and organ
iZatiOn or this corporation, and in acquir
ing and bringing about the purchase OF the
property, rights and franchises aforesaid
also for cash or in installmants Of such
amounts as the board OF directors may de
terminc; also for merchandise received or
services actually rendered to this COMPANY
The board Of directors hereinafter created
Is especially authorized to dispose OF the
stock Of this company in whole or in part
for any and all OF the purposes above
stated, as in its Judgment may seem fair
and proper.
ARTICLE V.
All the powers OF this corporation shall
be vested in and exercised by a board OF
five 90 directors each OF whom shall hold
in his own name at least two shares OF
stock. Said board Of directors shall be elect
ed annually on the first legal day OF Octo
Der OF each year, the first election TO be
held in the year 1911. All such elections
shall be by ballot. at the Office OF the cor
poration. under the supervision Of three
commissioners to be appointed by the board
OF directors. and in the absence Of any cor
missioner the president shall have power
to ill the place by appointment, and OF all
such elections, as well as OF all meetings
Of stockholders, except for the purpose Of
liquidation or dissolution, or as otherwise
required by law, ten days notice shall 10
given by mailing to each stakeholder whs
appears as such on the books OF this com
pany. at his last designated address, or at
the general delivery at New Orleans IL he
has not designated an address. an announce
ment stating the time and the place OF the
meeting. Each shareholder shall he eIti.
tied TO one vote for each share OF STOCK
standing in his name on the books Of the
company, cast In person or by proxy, and
the ma jOrity OF the votes cast shall elect
The board OF directors shall have power to
hll all vacancies that may occur on the
board. Failure to elect directors on the
day above specified shall not dissolve the
corporation. put the directors then in ONCE
shall remain in office until their successors
shall forthwith be given. as above pro
vlded. Such notice Of election shall be cea-
tinued to be given until an election is held.
majority Of the directors shall constitute
quorum for the transaction Of any bust
ness and the board OF directors at their first
meeting following each annual election shall
elect from their number a president, a vice
president, general manager and from the
stockholders a secretary treasurer and such
other officers as the board shall deem nee
essary. The board shall have the power
in its discretion to unite two Or more of
the above or other offices. and the same 10
confer upon one person. and shall have the
power to fix the salaries OF all officers and
OF such other officer as they deem necessary
The board OF directors shall have power to
make and establish, as we'll as alter and
amend. all bylaws, rules and regulations
necessary and proper for the support and
! management Of the business and affairs Of
said corporation, not inconsistent with its
charter. Said board shall also have full
power and authority to borrow money
| through the president or some other duly
| authorized agent or agents, TO execute mort
! cages, issue notes. bonds or other obliga-
| tions, In such amounts and on such terms
| as in their Judgment may be advantageous,
| and generally to do all things reasonably
| necessary for the proper carrying or of
| the business Of said corporation. as also
| to Issue and deliver full paid shares of
| stock and bonds or obligations OF said cor
poration in payment Of the money borrowed
or money, labor, services. property or rights
] dtludllN received DN Sdlu corporation, as
| heretofore set forth.
And the board OF directors shall have the
power to purchase for stock in this com
pany or for cash or on credit, property OF
any kind required for any Of the purpose.
OF the corporation, without the authority
/ of the shareholders.
| Until the next meeting to be held usder
| the charter on the first legal day OF Octo
Der. 1911. or until their duly qualified sue
cessors are elected and installed the board
of directors shall be composed OF James w
| Porch, George ii. Smith. W. J. Kelleher
f. A. Kelley and A. F. Barclay with Jane,
| w. Porch as president and general mana ger
George III. Smith as vice-president, and W
| ID. Widener as secretsry-treasurer The
board may elect such other officers or agents
as 1t deems advisable.
| ARTICLE VI.
| Whenever this corporation shall be dis
solved, either by limitation or from any
other cause, its affairs shall be liquidated
| by three stockholders to be appointed at q
| general meeting OF stockholders convened
for the purpose OF liquidation, as herein
| after provided, each share being entitled tC
one vote, to be cast by the holder. either in
person or by proxy. Said commissioner,
shall remain in Office until the affairs OF