The herald., 1913-05-15

purposes above stated, as in its judgment
may seem fair and proper. This corpora
ton shall begin business as soon as three
| thousand tS3,00O.OO) dollars of Its stock
shall have been subscribed.
Article N.-All the powers of this cOrpO-
ration shall be vested in and exercised by
| the board Of directors, composed of nye tJl
stockholders, and any three of whom shall
constitute a quorum for the transaction OF
| business. The said board Of directors shall
| he elected annually on the first Tuesday in
| May of each year. The first election 10 be
| held In the year 1914
All elections shall be by ballot at the Of
| flee of the corporation under the supervision
| of three 90 commissioners to be appointed
| by the board of directors, and, in the alb
Spnce Of any commissioner. the president
| shall have the power to fill the place by APP
pointment, and all elections as well as meet.
| ingS Of stockholders, except for the purpose
| OF liqudation or dissolution. or as otherwise
| required by law, ten tlO) days notice shall
| he given 10y mailing 10 each stakeholder who
appears as such on the books OF the cOrpo-
| ration at his last designated address or 10
| the general delivery at New Orleans, II he
! has not designated his address, an announce
ment stating the time and place OF the
meeting. Each stakeholder shall be entitled
to one vote for each share Of stock standing
| in his name on the books Of the corporation,
cast In person or by proxy, and the majority
| OF the votes cast shall elect. The board OF
| directors shall have the power to I'LL all
vacancies that may occur on the board. Fail
ure 10 elect directors on the day above Speci-
fed shall not dissolve the corporation. but
| the directors then in office shall remain in
Office until their successors are elected and
qualified. Due notice Of another election
shall forthwith be given. as above provided:
| Such notice Of election shall be- continued
until an election Is held
The board Of directors at the first meet
ing following an annual election shall elect
| from their number a president. vtce-preSi-
dent. a secretary and a treasurer. all OF
whom shall be stockholders, and such other
officers as the board shall deem necessary.
The board Of directors shall have the
power to make and establish as well as alter
and amend all bylaws, rules and regula-
lions necessary and proper for the support
and mana cement Of the business and affairs
Of this corporation. not inconsistent with its
charter.
The said board shall have full power and
authority 10 borrow money through its pres
ident some other duly authorized agent or
agents: 10 execute mortgages and issue
notes. bonds or other obligations in such
manner and on such terms in their judg-
ment may he advantageous, and generally TO
do all the things necessary for the proper
carrying On of the business OF said corpora
ton: also 10 issue and deliver full paid
shares of stocks and bonds or other Obiga-
tiOns Of the said corporation In payment OF
the money borrowed or money, labor. ser
vices, property or rights actually received by
the said corporation. as heretofore set forth.
Until the next meeting Of the stockholders
to be held under this charter. the board OF
directors shall be composed Of /. T. Rhea,
.. y. I, IL II.
Sntt and James D. Hayward. Jr.. with |. T.
Rhea as president. ] H. Hayward. Jr.. as
vice-preSident. and q. A. HOgsett as secre-
tary and treasurer
Article VI-Whenever this corporation
shall be dissolved by Limitation or otherwise
its affairs shall he liquidated by three COM
miSSiOnerS elected by the stockholders at a
meeting called for that purpose. herein
after provided. and said commissioners shall
have full power 70 act in all matters apper-
tanning 10 the winding up OF the affairs OF
said corporation. The surviving commits
Sioner or commissioners shall have power to
nil any vacancy that may occur.
Article VII.-ThiS act Of incorporation
may be altered. amended or modified. or the
said corporation may be dissolved with the
assent of three-fOurths Of the capital stock
represented at a special meeting ca He'd for
such purpose. after notice TO such effect
shall have been published in one Of the daily
newspapers of New Orleans once a week for
the period of thirty days and after a notice
shall have been mailed to each stakeholder OF
record at least forty days prior TO such
meeting.
No stakeholder shall ever be held liable or
responsible for the acts of this corporation
IN any further amount than the unpaid bal
ance due on the shares of stock owned by
him. nor shall any infOrmality in this char
ter expose the stockholders TO any liability
than the said unpaid balance.
In order that this charter may also serve
as the original subscription list. the sub
scribers hereto have set opposite to their
names the number Of shares of stock sub
scribed by each Of them.
Thus done and passed. in my Office in the
city OF New Orleans, in the presence Of
Frank VIM. Hart and Fred. II. Dienes. COM
petent witnesses. who have signed their
names with the said appearers and me- no.
tary. on the day, month and year first above
written. after reading OF the whole
COrtginal SignedD |. T. Rhea. Jr. G. A
lIOgsett, X. ii. Hogsett. ]. ID. Haywood. Jr
'WitneSSesl Frank VIM Hart Fred III
Denes. GUSTAV X. WESTFELDT. JR..
Notary Public
|. the undersigned recorder of mortgages
In and for the parish of Orleans. state OF
Louisiana. do hereby certify that the above
and foregoing act of Incorporation of the
American Gas < oil Corporation was this
day duly recorded in my Office in book 1883.
folio =
New Orleans, MAY 9th. 1913
(Original signed
EMILE ]. LEONARD. by. r.
4 true copy:
GUSTAV II. WESTfELDT. JR, q.
tSeaD Notary Public
may l. % 30 jun II 10