The herald., 1915-05-27

to the ranking officer of the company, present
| IN the CITY OF New Orleans, and in the fol-
lowing manner, to-wit:
Such ranking officer upon receipt of such
communication shall forthwith instruct the
secretary to mail within hve days OF the
| date of such offer. notice addressed TO each
| shareholder OF the company, stating the
number of shares offered, and the price
| thereof, and calling upon each shareholder
to signify in writing within three days OF
the receipt of such notice how much Of said
| stock II any, he desires to purchase at SAID
price. Should the total number OF shares
! which the various shareholders signify their
| desire To purchase, in reply to such notice
exceed the number Of shares offered Tor sale,
1.-THE share, offered shall be distributed among
I the prospective purchasers IN such proportion
| as the number OF shares that each shareholder
| signifies hIS desire 10 purchase. bears to the
| total number Of shares for which there are
! prospective purchasers; should the number OF
shares offered for sale exceed the total num-
| her of shares which the various shareholders
signify their desire to purchase, the otferer
/ shall he At liberty To- dispose Of such excess
| in such manner a. he shall tt provided
! that the price at which he sells such stock
/ be not less than that designated in his offer
% the other shareholders.
| All transfers Of stock shall be made on the
/ book, Of the company. and no transfer shall
/ m any way he binding upon the corpora
! ton. unless. and until, II Is made in the
above described manner.
Each share OF stock shall cutItle the owner
! thereof, either m person or by proxy, 10 cast
one vote AT all meetings OF the stockholders.
Article N.-Ihe officers OF this corporation
shall be a president. vice-preSideut and a
secretary treasurer.
The powers OF this corporation shall he
vested IN and exercised by board OF direC-
tors, composed OF the three above mentioned
D@-cc-S, and four other shareholders. Three
directors shall constitute a quoruI for the
transaction - all business.
The officers and the board of directors
hercinahove provided for. shall he elected
annually AT a meeting OF the shareholders,
O. be held the second Monday IN MAY, not
a legal holiday, III the year 1910 and in each
ard every succeeding year thereafter. after
uttctn days notice IN writing, mailed to each
shareholders last known address. and such
officers and board Of directors shall serve
until their successors shall have been elected
and qualified.
Special meetings OF the shareholders NAV
be held, Al the request Of a shareholder or
shareholders, whose holdings amount to at
| least > per cent Of the outstanding stock, or
by the order OF the board Of directors. on
their own volition, after fifteen days notice
IN writing. as above provided, stating the
object OF such meeting.
Any vacancy IN the officers or in the board
| OF directors, arising from any cause what
Soever. shall be filled for the unexplred term
| by the remaining directors
Any director who may be absent from the
state Of Louisiana shall have the right to
| vote for him at any or all meetings Of the
! board Of directors; and such proxy shall have
and exercise all OF the powers Of such d.
rector appointing him.
Article NI.-ThS act of Incorporation NAV
| be changed altered or amended, and this cor
| poratIon may be dissolved by a vote OF two
| thirds OF all outstanding stock, at a meeting
| OF the shareholders, duly convened for that
purpose by the board OF directors. after fifteen
| days notice, mailed TO each shareholders last
| known address.
| But, the capital stock Of this corporation
| shall not he decreased by such amendment
to an amount less than the corporate iudebt-
| edneSS; and no amendment shall be made
changing the objects and purposes OF this
| corporation, without a vote OF all outstanding
| stock; and the capital stock shall not be in
creased beyond the amount, to which il may
he increased by the terms of this charter.
except by vote Of three-fOurths OF all out
standing stock.
Provided. that should this corporation be
dissolved, the board OF directors shall adopt
a resolution by majority vote. at a meeting
called for that purpose, After three days
tIce to each director; notice of the adoption
OF which resolution, together with a notice Of
a meeting OF the shareholders, shall be mailed
within ten days OF the adoption of such reso-
luton, convenng a meeting OF the share
holders on the day mentioned. between the
hours of ten o'clock a. N. and three o'clock
p m, for the purpose of voting upon such
proposed dissolution.
Article EIl.-Whenever this corporation is
fairs shall be liquidated under the supervi-
sion OF three liquidators. chosen from the
stockholders, elected at 1 meeting OF the
shareholders. convened for that purpose, after
the notice Speclned in article OF this char
ter. In case OF the death or inability TO act
OF any one or more of such hquidatOrs, the
remaining liquidator liquidators shall elect
successor or successors from among the
shareholders
Article NIII.-No shareholders Of this COM
pany shall ever be held liable responsible
for the faults OF this corporation in any fur
Their sum than the unpaid balance due on
shares of stock owned by him; nor shall anv
Informality in organization have the effect Of
rendering this charter null. or of exposing
any shareholder to any liability beyond the
unpaid balance due on his stock; nor shall
any informalty rregularity in organiza-
ton have the effect of rendering any share
holder liable a partner.
Article lN.-The first officers and the first
board of directors shan ne chosen imme-
diately after the signing o, ,ne charter by
the subscribers thereto; and such officers and
such board of directors shall serve until the
annual meeting of May, 1916, until their
successors shall have been elected and quail
fed.
Thus done and passed in my Office in the
city OF New Orleans, parish of Orleans, state
of Louisiana the day and date first above
written, in the presence of Messrs. Charles
Harris and Philip A. Miller, competent wit
nesseS, who have heTeunro affixed their sig
natures, together with those of appearers and
me, notary, after due reading OF the whole.
Names of Subscribers. etc, omitted)
Witnesses: Charles Harris. p. A. Miller
CHAS. F. FLETCHINGER, Not. Pub.
l., the undersigned recorder OF mortgages
in and for the parish of Orleans. state of Lou.
isiana, do hereby certify that the above and
foregoing act of Incorporation of the Lake
End OIL Company. Inc" was this day duly
recorded in my office, in book ll57, folio =.
New Orleans, La, May Path, 1915.
(Signed) EMILE J. LEONARD. D. R
A true copy.
CHAS. +. FLETCHINGER. Not. Pub.
may p june 10 II 2l jury