The herald., 1915-06-24

represented by one hundred and fifty share.
OF stock, of the par value of one hundred dol
lars Sloo.0O each, all of which shall be com
mon stock. Said stock shall be paid for ir
cash, at such time. in such amounts and after
such notice to the subscribers as may be
fixed by the board of directors, or the same
may be issued at not less than par for ser.
vices rendered to or property actually re-
ceIved by the corporation.
This corporation shall become a going con.
Germ and shall be authorized to do business
as soon as twelve thousand dollars $4,000 OOl
of its capital stock shall have been subscribed
and paid for; said stock shall be fully paid a,
the time OF its issuance and thereafter non.
assessable.
The amount to which the capital stock Of
this corporation may be increased from time
| to time shall at no time exceed the sum OF
fifty thousand dollars (sSOOOO.OO in accord.
ance with the provision of the law pertaining
! thereto.
Article V.-All of the corporate powers of
this corporation shall be vested in and exer-
clsed by a board of directors, to be composed
OF hive stockholders, a majority of whom, at
, any time, shall constitute quorum. Said
| directors shall be elected annually by the
| stockholders on the first Monday in April in
each year.. except the first board of directors
! appointed in this charter, who shall hold their
Offices until the first Monday in April, 1916.
| or until their successors shall have been
] elected and qualified.
| All such elections shall be held by ballot
! and conducted at the office of said corpora
tion. under the supervision of three commits.
sioners, to be appointed by the board of d-
| rectors
Notice of such election shall be given by
the. secretary of the company by written
| notice thereof delivered personally or BY de.
| posting the same in the postoffice properly
addressed, to each ,stockholder, at least fifteen
| 15) days preceding such meeting.
At all such elections and at all corporate
! meetings every stakeholder shall be entitled
| to one vote for each share of stock standing
! IN his name on the books of the corporation,
10 De cast IN person or by his written proxy,
and a majority of the votes cast shall elect
Any vacancy occurring among the directors
by death, resignation or otherwise shall be
hlled by election for the remainder of the
term by the remaining directors.
A failure TO elect directors on the date above
specified shall not dissolve this corporation
I nor impair ITS corporate management, but
, the directors then in office shall remain in
qualified.
The board of directors shall elect from their
own number a president and a vice-president
They shall also elect secretary and treas
urer or one person who shall be both, either
OF whom may or may not be members of the
board. They shall have power and authority
from time to time, to name and appoint ali
such officers, agents and other employees as
may be deemed necessary for the purposes and
business of the corporations; they shall have
power to Tx their compensation and define the
duties of every officer and employee. and all
the officers and employees shall hold Office
NJ
The 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
management of the business and affairs of
said corporation.
The board shall have full power and au-
thority to borrow money, to execute mort
cages and TO create liens; to issue bonds
notes and other obligations; and generally
to do all things reasonable, convenient and
necessary for the proper carrying on of the
business of the corporation.
The board may issue full paid shares of
stock for cash or in payment OF labor done
or property actually received by said corpor-
alton.
Article VI-Whenever this corporation NAV
be dissolved, either by limitation or from
any other cause, its affairs shall be liquidated
by three commissioners, to be appointed from
amongst the stockholders at a general meet
ing of the stockholders convened for such
purpose, of which meeting notice shall be
given in the manner and time provided for
stockholders meetings by Article VII of this
charter, and a majority IN amount of the
capital stock of said company, represented at
such meeting, shall be requisite to elect. Said |
commissioners shall remain in Office until the |
affairs of said corporation snail have been |
fully liquidated. In case of death of one or |
more of said commissioners, the vacancy shall |
be filled by the surviving commissioners.
. Article Vll.-Ihis act of Incorporation may |
be changed, modified altered, this cor |
poration may be dissolved with the assent of |
the stockholders owning two-thirds of the |
issued stock of the corporation, at a meeting /
of the stockholders convened for that purpose, |
after notice shall have been given by written
personally or mailed to him by registered |
letter at the postofice address designated by |
him in writing at least fifteen U5) days prior |
TO the date of meeting. Any changes proposed |
or made in reference TO the capital stock shall |
be made in accordance with the laws of the 1
state of Louisiana on the subject of altering |
the capital stock of corporations.
IL NJ ILL IL H. IL. IL
held liable responsible for the contracts, |
faults or debts of said corporation in any |
further sum than the unpaid balance due the |
corporation on the shares of stock owned by |
him, nor shall any mere informality in organ |
ization have the effect of rendering this |
charter null of exposing a stakeholder to i
any liability beyond the unpaid amount re-
naming due on this stock.
Article IX.-William T. Hardie, o3S Ora |
vier street, John NJ. Parker, $40 Union street. |
Charles E. Levy, $50 Gravier street, David /
II. March, $50 Gravier street and William A. |
Duke, SIS St. Andrew street. in the city of |
New Orleans, Louisiana, have been chosen
and selected as the first board of directors of /
this corporation; with the said William T. |
Hardie, 93S Gravier street, as president, John
NJ. Parker, $40 Union street, vice-president,
Charles E. Levy, $50 Gravier street, as secre-
tary, and David H. March, $50 Gravier street,
as treasurer, to serve as such until the FIRST /
Monday in April, 1916, or until their success
sors shall have been elected and qualified.
Article X.-The subscribers hereto have re-
spectively written opposite their names their
addresses and the amount of stock in this
subscribed for by each of them,
so that this act of incorporation may also
serve as the original subscription list 70 said
Thus done and passed at my Office in the
city Of New Orleans, in the presence of
Messrs. Eugene Thorpe and Kirk Abbott,
witnesses, of lawful age, both of
this city, who hereunto sign their names, to-
yether with the said appearers and me-, no.
written, after due reading of the whole.
Original signed: Names Of subscribers
omitted. Witnesses: Eugene Thorpe, Kirk
Abbott. Al. c. Hammer, Not. Pub.
/, the undersigned recorder of mortgages,
n and for the parish of Orleans, state of
do hereby certify that the above
md foregoing act of Incorporation, of the
Merchants Transportation Co., Inc, was this
lay duly recorded in my Office, in book 1l57,
olio =. New Orleans, May 18th, 1915.
(Signed) EMILE J. LEONARD. D. R.
certify that the above and foregoing is true
md correct copy of the original act of incor-
,oration of the Merchants Transportation Co.,
nc, on file and on record in my Office, to-
,ether with the certificate of the deputy re-
order of mortgages, thereto attached, except
hat the names of the signers and the amount
subscribed for by each are omitted.
Witness my hand and seal this 18th day
# May, 1915.
AL. c. HAMMER, Not. Pub.
STAMP
une 10 II "a july l 8
CHARTER
OF KENTUCKY DRILLING COMPANY, |
INCORPORATED.