The herald., 1913-05-29

and In acquiring and bringing about the pur-
chase Of the property, rights and franchises
aforesaid; also for cash or In installments
Of such amount as the board OF directors
may determine also for merchandise re-
ceived or services actually rendered to this
corporation. The board OF directors, as
hereinafter created, Is especially authorized
to dispose OF the stock OF this corporation
In whole or In part, for any and all OF the
purposes above stated, as in its judgment
may seem fair and proper. This corpora
tiOn shall begin business as soon as three
thousand (S3,OOO.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
stockholders, and any three OF whom shall
constitute quorum for the transaction OF
business. The said board Of directors shall
be 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
sence 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 liquidatiO or dissolution, OF as otherwise
required by law, ten (lOD days notice shall
be given by mailing to each stakeholder who
appears as such on the books or the cOrpO-
ration at his last designated address or 10
the general delivery al 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 ma lority
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 to 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, a vice 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-
| tiOns 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 or some other duly authorized agent or
agents; TO execute mortgages and issue
notes, bonds or other obligations in such a
manner and on such terms in their iudg-
ment may be advantageous, and generally 10
| do all the things necessary for the proper
carrying on OF the business OF said corpora
| ton; also TO issue and deliver full paid
shares OF stocks and bonds or other obliga-
lions 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
| 10 be held under this charter, the board OF
directors shall be composed OF l. T. Rhea,
Jr.. ]. &. Werner. G.. A. HOgsett, X. ii. Hog
sntt and James D. Hayward Jr, with l. r
| ne Il Harvard
yce-president, and G. 4. HogSett as secre-
Itary and treasurer.
| Article vI-Whencver this corporation
shall he 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, as herein
after provided. and said commissioners shall
have full power TO act in all matters apper
tanning to the winding up OF the affairs OF
said corporation. The surviving commits
SiOner or commissioners shall have power Il
I'LL any vacancy that may occur.
| Article VII.-This act OF Incorporation
NAV be altered, amended or modified. or ths
said corporation may be dissolved with tn,
assent OF three-fourths Of the capital stock
represented at a special meeting called fsl
such purpose after notice to such effect
shall have been published in one OF the DALI
newspapers OF New Orleans once a week fol-
the period Of thirty days and after a motto,
shall have been mailed TO each stakeholder OF
record at least forty days prior to such
meeting.
No stakeholder shall ever be held liable oil
| 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 NAV also serve
as the original subscription list the sub
| scribers hereto have set opposite TO theil
| names the number OF shares of stock sub
sCrihed by each OF them.
| Thus done and passed. in nv ONCE. in tn,
city OF New Orleans, in the presence o.
Frank VIM. Hart and Fred ii. Dienes com
petent witnesses, who have signed thei
names with the said appearers and me- no
tary. on the day, month and year first aboy,
written. after reading OF the whole
COriginal signed) l. T. Rhea. Jr., G.. A
iIOgsett, r. ii. Hogsett, ]. u. Haywood, Jr
IWitnesses) Frank VIM. Hart, Fred. II
Dienes. GUSTAV X. WEsTFELDT JR
Notary Public
I. the undersigned. recorder OF mOrtgag yes
in and for the parish OF Orleans, state o
Louisiana. do hereby certify that the abov
and foregoing act of Incorporation OF tn
American Gas x Oil Corporation was thi
day duly recorded In my office in book loss
folio =.
New Orleans, May 9Th 1913.
Original signed)
i EMILE ]. LEONARD, by. r.
A true copy:
GUSTAV R. wEsTfELDT. JR..
CSeaD Notary Public