The herald., 1912-10-24
CHART Err.

Df M lioNAl. lie L ROl5fl VI tOhi An
UNITED STATES OF AMERICA. STATE
OF LOUISIANA. PARISH OF ORLEANS.
CITY OF NEW ORLEANS
BE Il known that on this seventh day of
October, in the year OF our Lord, one thou
sand nine hundred and twelve. before me.
Herman Michel, a notary public, duly com
misSioncd and qualified. in and for the
parish of Orleans, State Of Louisiana, there
in residing. and in the presence of the wit
neSScS hereinafter named and undersigned,
personally came and appeared the several
persons whose names are hereuntO sub
scribed, who severally declared. that avail
ing themselves of the privileges of the laws
and statutes of the state of Louisiana, rel
alive to the formation of corporations, they
have COvenanted and agree, and bind and
obligate themselves, as well as all such per
sons as may hereafter become associated
with them. TO form and constitute body
corporate and polite in law, for the OBJ
iects and purposes, and under the stipula-
tions and provisions following, to-wit:
ARTICLE |.
The name and title of this corporation
shall be the National Petroleum Company,
and under that name it shall have and en-
joy all the rights. privileges and advantages
granted by law to corporations, and shall
have the right, power and authority TO en-
JOY succession and corporate existence for
and during the full period Of ninety nine
years from this date. unless sooner dis
solved in the manner hereinafter provided
for.
Said corporation shall have the power and
authority TO contract: to sue and to be
sued; 10 hold, receive, purchase, convey,
deliver. mortgage, hypothecate and pledge
any real or personal property; TO make and
use a corporate seal, and the same TO break,
alter or amend at pleasure; TO issue notes
and other obligations, negotiable inStru-
ments or other evidences Of debt; TO have
and employ such managers, agents and other
employees as the interest and convenience
of said corporation may require or demand.
and to make and establish such bylaws,
rules and regulations for the corporate man.
agement and control Of its affairs as from
time to time may be deemed eXpedient or
necessary.
ARTICLE II.
The dOmicile of this corporation shall be
in the City of New Orleans, parish of Or
leans, state Of Louisiana, and all citations
and other legal process shall be served upon
the president, and in his absence upon the
vice -president. and in the absence of both.
upon the secretary-treaSurer.
ARTICLE III.
The objects and purposes for which this
corporation is created are hereby declared
to be, to bore for oil, petroleum. gas. salt
or any other mineral or earthen products
TO establish. build and construct pipe lines
and other means for the transportation of
such products to the market; TO buy, sell,
and otherwise generally deal in said oil, pc
trOleum. gas, salt and other mineral pro-
ducts; to buy. sell. lease mortgage, hypoth-
ecate. and otherwise acquire or ALLEVIATE real
and personal property of every description
whatsoever. and generally to do every and
anything not herein specially enumerated
and not inconsistent with the other objects
and purposes herein set forth.
ARTICLE ~.
The capital stock of this corporation Is
hereby fixed at the sum of one million ISL
900 900 OO) dollars. divided into. and repre-
scented by. ten thousand 10,O00) shares, of
the par value of one hundred (S1OO.OO) dol
lars each; said shares of stock shall be Is
sued only at par and when issued shall be
paid for In cash or property, or in the equi-
valent thereof. All shares of stock shall be
issued as full paid and worcestershire, and
no transfer of stock shall be binding on said
corporation, unless duly recorded on its
books. This corporation shall be a going
concern as soon as fifty thousand (S50,OOOD
dollars of its capital stock shall have been
subscribed and paid for as hereinbefore pro-
vided
ARTICLE V.
All the powers of this corporation shall
be vested in. and the management and con-
troll OF its affairs shall be exercised by. a
board of directors. to be composed of six
i6) stockholders, any three (3) of whom
shall constitute quorum for the transac-
tiOn Of the business of this corporation. The
number of the board Of directors may be
increased to nine 90 by a majority vote OF
the stockholders, at any regular meeting. or
al any special meeting called for that pur-
pose.
The first board of directors shall he com
posed of III. ID. Smith, Sr.. ii. ID. Smith, Jr.,
T. W. Curry. Il. VI. JemisOn, Ben Walker
Curry and Eldon s Lazarus The officers
of said first board Of directors shall be ii
D. Smith. Sr., president; III. d. Smith. Jr.,
ce-president. and T. ". Curry. secretary
treasurer: and the said board Of directors
and the said officers shall serve and remain
In office until the first Monday in October
1913, on which day, and annually there,
after. the board of directors shall be elected
by the stockholders, at meeting called for
that purpose All directors and officers shall
hold office until their successors shall have
been elected and qualified. and any failure
TO elect directors shall not be regarded as a
forfeiture Of this charter.
In the election of directors, each stock.
holder shall be entitled to one vote for each
share of stock held by him, which must be
cast either in person or by duly authorized
proxy and the majority of the votes cast
shall elect Any vacancy occurring in the
| board OF directors may he filled by the re
| naming directors for the unexpired term
At the first meeting of the board of direc
| tors after their election and qualification
they shall elect from among their number a
president, a vice-president and a secretary
| treasurer.
All meetings Of the stockholders shall be
| called by written notice mailed to the last
known address of each stakeholder not less
| than thirty days before the date fixed fol-
such meeting. unless said notice has beer
waived in writing by the stockholders.
ARTICLE VII.
This act OF Incorporation may he amend
ed, modified, changed or altered or this
corporation may be dissolved with the as
sent OF the stockholders holding and own
| ing three-f ourths of the capital stock there
of, who may be present or represented at a
general meeting of the stockholders con
vened for that purpose, and of which due
notice has been given.
Whenever this corporation shall be dis
solved either by limitation or from any
| other cause, its affairs shall be liquidateC
by three t3) commissioners TO be appointed
for that purpose, at a meeting of the stock
holders, said commissioners to be appointed
from among the stockholders said commits
sioners shall remain In Office until the az
fairs of said corporation shall be fully and
finally liquidated. Any vacancy occurring
among the liqudators from any cause what
soever. shall be filled by the remaining com
missioners
ARTICLE VIII
No stakeholder shall ever be liable or re-
spOnsible for the contracts or faults OF this
corporation in any further sum than the
unpaid balance due by him on the shares OF
stock subscribed to, or owned by, him mol
shall any mere informality in the organi.
zation of this corporation have the effect OF
rendering this charter null, or of exposing
the stockholders to any further liability
than the unpaid amount which may be due
on his stock subscription.
Thus done and passed In nv notarial of