The herald., 1915-07-29

v. Easterling, J. R. Lilly, L; IL: Price, J. =.
Cnger. <. 7. Stewart. n. T. WOODWARD, J.
c. A. Reiser, a. W. Carlson, J. ". Parker.
]. A. Bishop, with ii. Y. Pharr as president,
L. ii. Price as FIRST vIce-preSident, A. W.
Carlson as secretary, and A. W. Carlson IS
treasurer, and these directors and officers
shall serve until the first Monday in August,
1916, or until their successors have been duly
elected and qualified.
Thereafter the directors shall be elected an
nually on the lrst Monday in August OF each
year, beginning with the year 1910; all cleo
tionS OF directors shall be by ballot OF viva
voce vote and each stakeholder shall beNen-
titled to one vote for each share OF stock
standing in his name on the books OF the cor
poratiou, this vote to be cast III person or by
proxy, and II shall require a majority OF the
stock present or represented to elect.
The failure TO elect the Board OF Directors
on the first Monday IN August, $50, or an
nually thereafter shall not work forfeiture
of this charter. but the old Board Of Drec-
tors shall remain IN oihce until their success
ors are elected and qualheu
Article NI.-The Board Of Directors shall
hold regular meetings at such times as shall
be fixed in the bylaws OF this corporation.
of the corporation, but the president may
call special meetings OF the Board OF Dlrcc-
tors at such times as he may deem advisable
and he shall be required to call such, Spe-
Cial meetings whenever requested 20 DO so
by three members OF the Board OF Directors.
Three days notice Of such special meetings
shall be given in writing 10 the directors
unless waiver OF notice IS signed by the di-
rectors Any vacancy occurring on the board,
or among the officers, either rTom death, rtsig-
nation, or inability to serve, shall be hlled by
the Board Of Directors at Is next regular
meeting after such vacancy shall have &C
cured. The first Board or Directors OF this
corporation shall be required TO draft suitable
bylaws for the government OF TINS corpora
tion, which may be altered amended OF
changed as the exigencIes Of the case may
Article VII.-The stock of this corporation
may be transferred, provided such transfer
shall be recorded upon the books OF the cor
poration before it shall be required to recog.
nize the transfer or the new holder OF said
stock. ,
Article VIII-This charter may be modi.
fed or altered, the capital stock hereof m
creased or decreased, or the corporation may
be dissolved with the assent OF two-thlrd>
Of the capital stock present or represented al
any meeting of the stockholders hcLd ior
that purpose after prior noGcc IN writing 10
each stakeholder or mailed TO hIm at his last
known post office address, all In accordance
with the terms OF Act 267 Of 1919.
Article IN-ThiS corporation shall be and
is vested with, and shall hold and enjoy, all
the powers, privileges, rights, franchises
properties, real, personal or mixed, claims
demands, and estates, which may be owned
possessed, or enjoyed by each OF SAID con
stltuent companies and each Of said cOnstit-
uent companies hereby agrees 10 make, exc
cute, and deliver any and all further convey
ances, assignments, and assurances IN me
law, and things, necessary TO vest the ute
thereof in this corporation.
Article N-Thc debts and liabilities OF each OF
said constituent companies existing or &C
crued prior to this consolidation and an inc
expenses incidental TO such consolidation
shall be assumed and born by the consoh'
dated corporation.
| Article NI-The stockholders Of record OF
said constituent companies shall respectively
be entitled to receive. in exchange for and
upon surrender OF their certificates OF stock
in such constituent companies, CeTuhcates oil
stock in the consolidated corporation, as
above provided, and IN proportional amounts
but no certificate for fractional shares OF
stock shall be issued by SAID consolidated
corporation.
unnecessary delay issue certificates OF stock
in such form as may by the Board OF DIrec
tors be deemed advisable, and such board
shall provide and adopt such rules and regu
latons as may be necessary or proper ioi
the issuing and transfer of the shares of the
capital stock OF this corporation.
Article NlI.-At the expiration OF tins char
ter, or the earlier dissolution OF this corPo
ration for any cause, its affairs shall be
liqudated by three 90 liquidators TO be
elected by the stockholders, all OF whom
shall hold stock IN said company, and saiC
commissioners are hereby vested with tui
power and authority to liqudate the affairs
of said company, with full power to act, un
der the terms of section thirty (SO) OF Act 20
of 1914.
mus done ana passed, III my Ollitts III III,
city of New Orleans, on the day, month anc
year first above written, in the presence Of
Arthur p. Portas and William X. Burns, COM
petent witnesses, who have signed these pres
ents, together with the said appearers and
me- notary, after due reading OF the whole
Eight words erased; one word added; all ap
proved before signing.
Original signed:
IL. W. HINES.
b. s. HOOD.
w. w. HINES
JNO. G. WOODS.
w. w. HINES.
Witnesses:
ARTHUR p. PORTAS.
WILLIAM K. BURNS.
| FRANCIS P. BURNS, Notary Public.
I, 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 Con
| solidated Sulphur and Oil Company, Incor
porated, was this day duly recorded in my
Office in Book ll5, folio.
New Orleans, July q, 1915
EMILE J. LEONARD, by. r.
FRANCIS P. BURNS, Notary Public.
July 22-29 Aug S-l2-l9-20