The herald. [volume] (New Orleans, La.) 1905-1953, 1917-11-15
CHARTER
OF CENTURY OIL AND REFINING CO,

BE II known, that on TINS Htl OdN OF Inc /
month of October in the year OF our Lord one |
thousand nine hundred and seventeen G9lD, !
before me, Watts h. LeveriCh, notary |
public in and for the Parish of Orleans, State |
Of Louisiana duly commissioned and quail |
ned, and III the presence OF the witnesses |
hereinafter named and undersigned, person |
| ally came and appeared the several persons !
whose names are hereunto subscribed, all Of |
| the age OF majority, who declared that |
| availing themselves Of the provisions of the |
! laws Of this State relative TO the organiza- |
| ton of corporations, they hereby form them !
| selves into and constitute corporation, for |
| the objects and purposes and under the slip |
ulations hereinafter set forth.
Article 1.-The name and title of this cor |
| poration shall be Century Oil and Refining |
Co., Inc, and under its corporate name il |
shall enjoy succession for the term and |
period OF nnety-nine (99) years from and |
after the date hereof; and shall have power
and authority to contract, sue and be sued; |
to accept and receive mortgages, pledges, or |
ether hypothecatiOns; TO make and use
corporate seal and the same TO break and /
alter at pleasure; to purchase, receive, lease,
hold or otherwise acquire and convey, as
well as mortgage and hypothecate, under its
corporate name, property, both real, personal
and mixed: to borrow money, and make and
issue bonds and other evidences Of debt,
and 10 secure the same by mortgages or
otherwise: 10 name and appoint such man
ayers and directors, officers and agents as
the interest and the convenience of said cor
poration may require, and 10 make and estab-
ism, as well as 10 al.eT ana amend al
pleasure, such bylaws, rules and regulations
for the management and regulation of the
affairs Of the corporation as may be neces-
sarl, proper convenient.
Article 1.-THE dOmicIle of this corpora
tion shall be in the City of New Orleans,
and all citations other legal process shall
be served upon the president of the corpora
ton, or in his absence, upon the vice
president.
Article III.-The objects and purposes for
which this corporation is established, and
the nature Of the business TO be carried on
| by it, are declared and specified to be: TO
mine, dig and drill for, or otherwise obtain |
| from the earth, otherwise, oil, gas, sui |
| phur, salt and other minerals; TO manufac |
| ture, refine, prepare for market, buy and sell
| and transport the same in crude or refined
| condition; to acquire for these purposes oil,
gas, sulphur, salt, coal and other mineral
| lands and leaseholds, and other interests or
| rights in real estate or minerals; to con.
| struct and maintain conduits and lines of
tubing and piping for the transportation of
| natural gas and or oil; 10 buy, sell, hold,
| lease, mortgage, ALLEVIATE and deal in real
estate of all sorts; to drain, reclaim, colo
nze, develop and improve lands, TO erect
buildings and other structures, and TO oper-
ate, lease or otherwise handle them and 10
deal therein; TO construct, acquire, maintain
and operate all railroads, tramways, tele
graph and telephone lines, canals, water
ways, boats and other means Of transPorta-
ton necessary or convenient in prosecuting
the business Of the corporation; to construct
I
| stores; TO issue bonds, mortgages and hypOth-
! ecatOns to the extent necessary proper
for its business; TO acquire and hold, sell,
cucumber or dispose OF stocks and bonds of
: other companies to the extent permitted by
t law; to exchange its entire capital stock, or
any part thereof, for proerty which it is
{ authorized OF acquire, or to exchange its
entire assets and business. or any part
t thereof, for property or stock or bonds or
= | other obligations of other companies; 70 hold
T stock in other corporations; to perfect and
< acquire patents, rights, improvements or
e processes; TO do and transact all business
I properly connected with, incidental or con-
venient to any of the said objects and pur-
poses
4 Article IV.--The capital stock of this cor
S poration is hereby fixed at two hundred
Y thousand dollars ($2OO,OOO 00) TO be divided
e into and represented by twenty thousand
4 (20!O00 shares of a par value of ten dollars
| (Sl0) each, which capital stock shall be paid
for in cash, or may be issued for property
: actually received by the corporation, or for
S services rendered. The capital stock may
S be increased up to the sum of one million
e Article V.-All the powers of this corpo-
t ration shall be vested in and exercised by
= 4 board Of not less than three nor more than
+ nine directors, the number to be fixed by
, The stockholders at their annual meeting.
e The board shall elect from their number
e a President, two ice-Presidents, Secretary
{ and a Treasurer, and shall elect, but not
d necessarily from their number, such other
r officers as they NAV think proper and con.
|
n venient for the carrying on of the company S
S business, and shall have the power to unite
= two or mere Offices and the same to confer
upon one person, or to dispense with any
e Offices in its discretion, and to FIX the sala-
J, ries of all officers, agents and employees.
II A board OF directors shall be elected an
e nually on the second Monday of July of each
IT year, the first election to be held in the
y year 1913. All such elections shall be by
IS ballot, at the Office of the corporation. No
tice of annual meeting, as we'll as specia
y meetings of stockholders, shall be given b,
r written notice mailed fifteen days in advanc,
It of the date of such meeting TO each stock
n holder appearing as such on the books of thu
lg company, at his last designated address, o
Or Louisiana, if he has not designated an ad
H. dress. Each shareholder shall be entitlet
re to one vote for each share of stock standin
d. in his on the books of the company
e, said vote TO be cast in person or by proxy
lie and the majority of the votes cast shall cleo
n. The board of directors shall have the powe
"a to fill all vacancies which may occur or i
rs any manner arise or be created on the boar
III of directors, even though no quorum renal
RS at the time such vacancies are to be fillet
&c Failure to elect directors on the day abov
10 specified shall not dissolve the corporation
IL but the directors then in office shall renal
et in Office until their successors are electe
"a, The board of directors shall have power
ed make and establish, as we'll as alter an
ne amend, all bylaws, rules and regulation
no necessary and proper for the support an
is, | the corporation and not inconsistent with i
ELL charter. The board shall have power, witt
g- out referring TO the stockholders, 10 borro
us money, execute mortgages, and issue note
or pledges, bonds or other obligations in sue
en- amounts and on such terms as in their judi
ment may be advantageous, and generally
sc do all things reasonably necessary or col
"a venient fofr the proper carrying on of Il
y, business of the corporation; and they al
OF especially authorized 10 issue and deliv,
IT. full paid shares of stock and bonds or obi
l. cations of the company in payment Of prof
IS erty acquired by said corporation, and esp
'e- cially for the whole any part OF ii
on leases property held by the Louis
=, ana Company, Incorporated, at such valui
10 ton as in their judgment may be proper
IL majority Of the directors shall constitute
..ot quorum for the transaction OF business. tt
lot board Of directors shall have the power, b
vote OF not less than two-thrds Of a
les directors, 10 sell all or any part OF the pro-
ed erty, movable and immovable, belonging
in the corporation, or 10 receive in exchanI
therefor money or stocks or bonds or 9TH
res obligations of another individual, firm
* | corporation of any character, without =
ct ferring TO the shareholders for power 70
ck so. At any meeting Of the board Of dire
L. tors any director absent from the meetir
ck may be represented by any other directc
nv who may cast the vote OF said absent dire
m tor according 10 the written instructions
ion said absent director. Until the annual me,
by ing Of 1913, the board of directors shall ca
Of sist Of the following: Claude J. Campbe
BOD post office address Lake Charles. La; G.;
NC | Reriou Dosr nf1irA q