The herald. [volume] (New Orleans, La.) 1905-1953, 1912-09-19

Orleans, If he has not designated an ad-
dress, an announcement stating the time and
place of the meeting. Each shareholder
shall be entitled TO one vote for each snare
of stock standing in his name on the books
of the company, cast in person or by proxy
and the majority of the votes cast shall
elect The board of directors shall have
power to fill all vacancies that may occur
on the board. Failure TO elect directors on
the day above specified shall not dissolve
the corporation, but the directors then in
Office shall remain In Office until their sue
cessors are elected. Due notice of another
election shall forthwith be given as above
provided. Such notice of election shall be
continued to be given until an election Is
held majority of the directors shall con-
stitute a quorum for the transaction of any
business and the board of directors al their
first meeting following each annual election
shall elect from their number president,
a vice-preSident, general manager, a sec
rotary and a treasurer, and such other Off
GERS as the board shall deem necessary. The
board shall have the power in its discretion
TO unite two or more of the above or other
Offices and the same to confer upon one per-
son and shall have power to fix the salaries
of all officers, and of such other officers as
they may deem necessary. The board OF di-
rectors shall have power TO make and eStab-
lish as well as alter and amend all bylaws,
rules and regulations necessary and proper
for the support and management Of the bus
mess and affairs of said corporation. not
inconsistent with its charter. Said board
by unanimous vote shall also have full pow
er and authority to borrow money and
through the president or some other duly
authorized agent or agents to execute mort
cages, issue notes, bonds or other obligations
in such amount and on such terms as IN
their Judgment may be advantageous, and
generally to do all things reasonably neces-
sary for the proper carrying on OF the busi-
ness of said corporation, as also to issue
and deliver full paid shares OF stock and
bends or obligations of said corporation, In
payment of money borrowed, labor, services.
property or rights actually received by said
| corporation as heretofore set forth. At any
meeting of the board Of directors any direc-
| tor absent from the meeting may be repre-
scented by any other director, who may cast
the vote Of said absent director according
| to the written directions of said absent d.
| rector. The full board of directors shall
| have the power, by unanimous vote of the
| five directors, to sell, lease. mortgage, tby
| bond, mortgage or otherwise), or to pledge
anv and ali of the property movable and
| immovable. belonging to the corporation or
/ to receive In exchange therefor money or
| stocks or bonds or other obligations of any
| other corporation without referring to the
shareholders for the power to do so and
| they may also purchase for stock in this
| company or for cash or on credit, property
of any kind acquired for any Of the pur-
poses of the corporation without authority
OF the shareholders.
| Until the next general meeting to be held
| under the charter on the first Monday of
/ 4,
successors are elected and installed the
board Of directors shall be composed of
/ Wilton +. Aymar, Henry b. Warfeld. Clar-
ence l. Foretich, VIM. f. Williams, Ormond
r. Aymar. with Wilton f. Aymar as presi-
dent. VIM. F. Williams as vice-president and
J treasurer, Clarence l.. Foretich, secretary,
and Henry B. Warfeld as general manager
all other officers are to be elected by the
board Of directors.
i ARTICLE. VI.
Il Whenever this corporation shall be dis
solved either by limitation or from any other
cause, its affairs shall be liquidated by three
stockholders to he appointed at general
meeting of stockholders convened for the
purpose of liquidation, as hereinafter pro
, vided. each share being entitled to one vote
to be cast by the holder, either in person oil
! by proxy. Said commissioners shall remain
In office until the affairs of said corpora
+ ton shall have been fully settled and liqui
dated, and they shall have full power and
I authority to transfer and give title to al
the assets and property OF the corporation
and distribute the proceeds
: In case of death or disability or resigna
: tion OF one or more commissioners the va
: cancy shall be filled by the surviving com
: missioner or commissioners.
n ARTICLE VII.
n This act OF Incorporation may be modi
4 fed. changed or altered, or said corporation
4 may be dissolved with the assent Of three
. fourths Of the capital stock represented a
: any general meeting of stockholders con
vened for such purposes, after previous 10
q tice shall have been given in one or NOR
daily newspapers published in the city o
Bl New Orleans, once a week during the thirt,
: days next preceding such meeting, and upol
8 the date of such meeting, and by motto
mailed at least forty days prior to sucl
meeting to each stakeholder who appears a
8 such on the books of the company to tn
a post ONCE address designated by him. an
q In the case Of failure to designate an ad
Q dress to the general delivery, city Of Ney
: Orleans. ANY change which may be Pre-
Z posed or made with reference to the capi
q tai stock of said corporation shall be mad
: In accordance with the laws Of the state o
|, | Louisiana, on the subject of the matter O
Z altering the amount Of capital stock Of COZ
4 porations, and Ii may be increased or dimiu
r ished upon compliance Herewith. upon tn
r affirmative vote of two-thirds Of the stoc
|, of the corporation.
II No stakeholder shall ever be held liabl
+ or responsible for the contracts or faults Q
! said corporation In any further sum tina
: the unpaid balance due on the shares O
: stock owned by him, nor shall any mere In
2 formality in organization have the effect Q
& rendering this charter null or of exposin
any stakeholder to any liability beyond tn
} amount due on his stock. Said corporatio
4 shall commence business or operation as 500
as three thousand dollars Of Its capital stoc
D shall have been subscribed for, and in orde
: that this charter may also serve as the oriS
D inal subscription the subscribers hereto hav
2 set opposite their names the number o
/ shares Of stock subscribed for by each Q
: them.
] Thus done and passed, In my Office, In tn
city of New Orleans. parish and state afort
said on the day, month and year herein frs
! above written. in the presence of Messieur
1 Thomas c. Nichols, Jr.. and Leo C. Water
) meier. competent witnesses of lawful agt
who hereunto sign their names with tn
! said appearers and me, notary, after du
, reading of the whole.
Original Signed: Wilton e. Aymar an
J others. Witnesses: Thos. G. Nichols, Jr
Leo c. Watermeier.
4 FELIX ]. PUG. Notary Public.
Il ], the undersigned. Recorder Of Mortgages
In and for the parish of Orleans, state o
louisiana. do hereby certify that the abov
Lake Shore OIL Company" was this day dull,
recorded In my once. IN book 1865, folio =
Nsw or,sans' SsR 8 = y 1912 eS :