The herald. [volume] (New Orleans, La.) 1905-1953, 1914-08-06

any Kind and description IN carrying on its
business. and Tor the purpose OF attaining or
iurthcrIug any Of Its objects or purposes, TO
DO any and all other acts and things. and To
exercise any and all other powers which a
cu-partucr>hrp or natural person could do and
exercise, and which are now or hereafter may
be authorized by law.
The nature Of the cuisines, to be carried on
hy this corporation l. from time to time To do
any one more or all OF the acts and things
necessary. requisite, reasonable or proper tu
the accomplishment Of any or more OF the
purposes and objects for which this corpora
ton Is created. Further, this corporation may
conduct ITS business IN other states and terri
tories, and III foreign countries, and may have
one OFFICE. or more than one Office, and keep
books Of the company outside Of the state OF
Louisiana. except As i now provided or may
be provided by law; and may lease, hold, pur-
chase, mortgage and convey property, real,
personal and mixed, either III or out OF the
State Of Louisiana.
ARTICLE IV.-The amount Of the capital
stock OF the company Is hereby fixed III the
sum of four hundred and fifty thousand dol
lars tS45OODuOD, to he divided into and rep
resented by tprty-ilyc thousand shares OF the
par value OF ten dollars $1,000 each, to be
paid for in cash at such times, in such manner
and Iu>tallmcnlS the Board OF Directors
may determine and direct, said stock may
be issued full paid for labor done or property
actually received by this corporation.
This corporation shall be goirg concern,
and be authorized To DO business a. soon aS
I'VE thousand dollars tS5uUOuOD Of rs said
capital stock shall have been subscribed for.
ARIl( LIE N.-ScCtIun AL OF the cor
poratc powers Of this corporation shall be
vested in and may be exercised by Board
OF Directors 10 consist Of five members, all of
whom shall be stockholders, and three OF
whom shall constitute a quorum tor the tran
~aCii0r Of all business. Said board shall he
vested with full power and authority To direct
and provide for the ma king OF contracts. pur-
ChaSeS and sales, to adop, all bylaws. rules
and regulations for the government Of the
business and affairs OF the corporation, and
shall have full power TO fill all vacancies
which may r-Cur IN the membership OF the
board.
Section AN annual meeting of the stock
holders for the election OF a Board OF Direc-
tors shalt be held ON the first Monday Of June
in each year, beginning with the year 1918;
and, II the same he not held At that time,
then as thereafter as may be deemed cN-
pedicnt: a failure 10 elect directors the
date above specified shall not dissolve the
corporation, nor impair Its corporate manage
ment, but the directors then in office shall
remain i'll office until their successors shall
be elected and qualfied at the time of the
shall be transacted such other business as
may be properly brought before such meeting.
Section 5.--The Board Of Directors shall elect
from their own number President and a
Vice President. They shall also elect a Sec
prtary and Treasurer, or one person who shall
BE both, either or neither OF whom need be
stockholders. They may from time to time
name and appoint all such other officers and
purposes and business OF the corporation
| They shall have power to fix and define the
| duties of every officer and employee, and all
officers and employees shall hold office and
board may make and establish, as we'll as
alter and amend any and all bylaws. rules
and regulations necessary and proper in its
| Judgment for the conduct, support and man.
ageuent of the business and affairs of the
! corporation.
| The board shall have full power and author.
| ity 10 borrow money, to execute mortgages
/ and create liens; to issue bonds. notes anC
other obligations, and. generally, to do al
| things reasonable, convenient ard necessary
| Tor the proper carrying on OF the business and
affairs OF said corporation.
The board may issue full-paid shares OF
| stock for cash or IN payment OF labor done
| or property actually received by said corpora
| ton. Every member of the Board of Direc
! of Louisiana, or the City OF New Orleans a.
| any time, shall have the right to name anC
| appoint IN writing proxy TO represent hin
and TO sit and vote in his place. and name a
| all meetings of the Board of Directors which
| may take place during his absence from IN,
! City of New Orleans.
| ARTICLE NI.-This act OF iucorporatior
! may be changed, altered, amended or modi
! fled, or this corporation may be dissolved
! with the assent and approval of thrce-fourth,
of the issued and outstanding shares of tn,
meeting of stockholders calld for that pur
| pose, after notice shall have been given il
| one or more newspapers published in the Cit,
| OF New Orleans once a week for four week,
| preceding the meeting and by a written no
! tice To each stakeholder, mailed to him thirt,
| days prior to the date of meeting. at the pos
office address designated by him in writing.
! AKllCLE Nll.-Nhenever this corporation
may be dissolved, either by limitation or from
| any other cause, its affairs shall be liquidatet
| ~ thrce go commissioners, to be appointed
| from amongst the stockholders at a genera
meeting of the stockholders convened for sucl
| DvOylIpd in
! and a majority in amount of the capital stool
| represented at such meeting shall be reuuisit,
to elect. Said commissioners shall remain il
| office until the affairs of said corporatio,
| shall be fully liqudatcd In case of tn
death of one or more of said commissioners
the vacancy shall be filled by election by tn
surviving commissioners
| ARTICLE VIII-No stakeholder shall eve
be held liable for the contracts or faults o
| SAID corporation in any further sum than tn
unpaid balance due to the corporation on tn
| shares OF stock owned by him, nor shall an,
! mere intormality in organization have tn
effect OF rendering this charter null, or of ex
posing stakeholder to any liability beyon,
the unpaid amount remaining due on hi
ARTICLE M, Edw. Crusel, E. G
NeStmoreland, w. F. Williams, C. ]. Swar
and K. o. Roberts have been chosen an
selected as the first Board of Directors o
this corporation: with W. F. Williams a
President, J. Edw. Crusel as Vice Presiden
and 1. J. Swan as Secretary and Treasurer
| 10 serve as SUCH until the first Monday II
june, 1915, or until their successors shall hay
been elected and qualified.
The subscribers hereto have respectively
written opposite their names the amount o
stock in this corporation subscribed for b.
each of them, 50 that this act of incorporation
may also serve as the original subscription
list of said corporation
Thus done and passed at my office, in tn
City Of New Orleans, in the presence O
MesSrs. Eugene Thorpe and Kirk Abbott
competent witnesses, OF lawful age, both O
this city, who hereunto sign their names wit
the said appearers and me- Notary, on tn
day and date aforesaid, after due reading Q
the whole.
Original signed-Names OF signers omitted
Witnesses:
EUGENE THORPE,
KIRK ABBOTT.
AL. C. HAMMER, Not Pub.
/, the undersigned, Recorder of Mortgage
in and for the Parish Of Orleans, State I
Louisiana, do hereby certify that the abov
, and foregoing act of incorporation of III
! Texas and Oklahoma Oil Company was thi
day duly recorded in my office in Book III
| Folio -.
New Orleans, July 81, 1914.
| lSigned) EMILE ]. LEONARD, d. R.
: /. the undersigned Notary Public, do hereb
certify that the above and foregoing is tru
and correct copy of the original act of inco
poration of the Texas and Oklahoma Oil Con
| m md 10,