The herald., 1913-09-11

/ deal in pumps, drills. fuses. caps. candles
| nitroglycerine. dynamite. and the necessar,
\ machinery, engines, drills and all appli
| anceS and convenienceS for the use in con
nection with mining and drilling for oil ant
| gas and generally 10 do all things incideu
| tai TO and everything necessary 10 carry Out
the said objects and purposes of this cor
pOratiOn.
Article Iy.-The capital stock of this cor
poration Is hereby fixed at the sum of one
hundred fifty thousand dollars $3.50. OO0b
divided into and represented by thirty thou
sand t3O.OOOD shares of stock at the par
value Of five 5000 dollars per share Said
stock shall be paid for in cash, or in such
installmcnts, and at such time, and after
such notice to the subscribers as the board
or directors may dix, or the same may be
or services performed for the said corpora
tion, or for property or rights actually re-
ceived 10y sad corporation.
This corporation may become a going con
Germ and shall be authorized TO commence
business when and as soon as three thou
sand dollars ,S3.uu0.OOD of its capital stock
shall have been subscribed for.
Article E.-All of the corporate powers
of said corporation shall be vested in and
exercised by a board of directors to be com
posed OF five 90 stockholders TO be elected
annual on the fourth Monday of January
in each year.
All such elections shall be by ballot, and
shall be held and conducted at the office
or this corporation under such regulations
as may be established by the board of di-
rectorS.
Notice of such elections shall be given
by the secretary of this corporation by pub
licatlOn OF not less than ten days, prior
the English language, in the city of New
Orleans.
At AL such elections and at all corporate
meetings, every stakeholder shall be entitled
10 one vote for each share of stock standing
in his name on the books of this CORPORA
tion, TO be cast by him in person. or by
written proxy, and the majority of such
votes cast shall elect.
Any vacancy occurring among the direc-
tors OF Il IS corporation by death, resignation
or otherwise, shall be filled by election for
the unexpired term by the remaining direc-
tors.
A failure to elect directors on the date
above specified shall not dissolve the corpor-
alton, nor impair It's corporate existence
but the directors then in office shall remain
IN Office until their successors shall have
been duly elected and qualified
The board of directors shall at its meet
ing elect from among its members a presi-
dent, a vice-president, secretary and a
treasurer, or one person to act as both sec
rotary and treasurer, as ii may determine
when the office of secretary shall be held
separately II may be occupied by one other
than a stakeholder.
The Ooard of directors from time to time
may name and appoint all such other off
GERS and agents as ii may deem necessary
for the purpose and business Of this cOrpOr-
alton. The said board shall have me power
TO fix and define the duties OF every officer
and employee, and all officers and employees
shall hold office and employment at the
pleasure of the board. The board NAV
make and establish. as we'll as alter and
amend. all such bylaws, rules and regula-
tons necessary and proper in its judgment
for the conduct and management of the
business and affairs OF such corporation.
The board of directors shall have full power
and authority to borrow money to execute
mortgages, and to create liens, TO issue
bonds. notes and other obligations, and the
same TO secure by mortgage, pledge or other
wise and generally TO do any and all things
reasonable, convenient and necessary for
the proper carrying on of the business and
affairs Of said corporation.
The board of directors may issue full-paid
shares OF stock for cash, or in payment OF
LABOR done or services performed for this
corporation or property or rights actually
ecelved by this corporation.
All transfers of stock shall be made on
the books of the company and under such
rules and regula lions as the board of drec-
tors may prescribe.
Article VI-The following shall consti-
tute the first board Of directors W. c. Love
joy, L. A. Wagner, A. s. Chenet, ]. w Shell
don and r. II. Rice, with W c. Loyejoy as
president, E.. A Wagner as vice-president,
and j. W. Sheldon as secretary and treasurer
The salu board OF directors shall hold Of
nee until the fourth Monday OF January,
1916, and until their successors shall have
been duly elected and qualified.
Article VII.-Whenever this corporation
shall be dissolved, either by limitation or
from any other cause, its affairs shall be
liquidated by three commissioners to be ap-
pointed from among the stockholders at a
general meeting Of the stockholders convened
for such purpose, Of which meeting notice
shall be given In the manner and time pro-
vided for stockholders meetings by Article
VIII of this charter, and a majority in
amount of the capital stock of said corpor-
alton, represented at such meeting, shall be
requisite to elect. Said commissioners shall
remain IN Office until the affairs Of sad cor
poration shall have been duly llquf1ated. In
case of the death of one or more of said
the vacancy STALL be filled
by the surviving commissioners
Article VlII.-This act of Incorporation
may be modified, changed or altered, or said
corporation may be dissolved with the con-
sent of three-fourths (3-4) of the capital
stock represented at a general meeting OF
the stockholders convened for such purpose
and after notice shall have been given In
one or more newspapers published in the
city Of New Orleans, once a week for four
weeks preceding the meeting. and by writ
ten notice to each stakeholder mailed to
him to his last known place Of business, or
domicile,. thirty days prior to the date of
the meeting.
Any change proposed or made In reference
to the capital stock, shall be made In accord
ance with the laws Of the state of Louisl
ana, on the subject Of altering the capital
stock Of corporations"