The herald., 1919-11-27
CHARTER.

and to hold, own, possess, enjoy, sell,
distribute, export or otherwise dispose
of and generally to handle and deal in
any and every form of petroleum, gasseS
and other hydrocarbons, minerals, btu
men, coal deposits and mines, oil wells,
gas wells, and mining, oil anu gas lands,
rights and properties of every description
whatsoever, together with any and all
by-products thereof, and any and every
material and thing in the manufacture.
preparation or use of which any of the
foregoing is used.
For its own purposes, but rot as
ublic service corporation, to acquire,
own, lease, erect construct, charter. build,
occupy, enlarge, sink, improve, establish,
maintain and operate or other sc pro-
mote and control factories, mill" and re-
fineries. rigs, drilling machines an plants,
well castings, bitches, fumes, pipes, pipe
lines, tanks, tank lines, reservoirs, ware
houses, storage plants, pumping stations,
water works, electric plants, power plants,
railway and tramway lines, steamships,
tankers, barges, lighters and other YES
sells of any and every class, dry docks,
wharves, docks, elevators, terminal prop
critics and facilities, harbors, ferries,
bridges, waterways and rights and canals,
and all other structures and improve
ments necessary or convenient for the
production, manufacture, storage, sale
and distribution of products, and of any
goods, wares and merchandise or com
mOdties dealt in by the Corporation, and
to purchase, lease or otherwise acquire
| and to hold, own, improve, exploit, mort
gage, sell, exchange, convey or otherwise
dispose of the full property or other
rights, whether real, personal or mixed,
whatsoever and wheresoever located, nee
essary or convenient in Connection with
| its business in the State of Louisiana or
| in any other States, territories or Federal
districts of the United States of America
| and in foreign countries.
| To issue stocks, bonds and other OBJ
/ legations in payment. for property pur-
| chased acquired by it for any other
object in and about its business; to pur-
| chase or otherwise acquire, to guarantee
| endorse, become surety for, hold, sell,
| assign transfer, mortgage, pledge, hypo-
| thecate or otherwise dispose of shares OF
the capital stock, bonds and all other
evidences of indebtedness and securities
of any other corporation or corporations
| or associations of this State or of
any other State, country, nation or
government, and to issue in exchange
! therefor its stocks, bonds or other obli-
| cations, and while the owner of such
stock and tori securities, to exercise all
| the rights, powers and privileges of own
ership, including the right to vote there
on as provided by law, and to aid in any
| lawful manner, and to subscribe, con-
| tribute to- subsidiZe or otherwise become
| interested in any corporation or corpora
| lions, projects, works, plants, properties,
| structures and tori operations necessary,
| useful or convenient, in connection with
| its purposes, whereSoever located in any
| and all parts of the world; and to aid in
| any lawful manner any corporation or
| association of which any shares of stock,
bonds or other evidences of Indebtedness
or securities are held by this Corpora
| ton, and to do such further lawful acts
or things as it may desire to protect,
| of any of such shares of stock, bonds or
other evidence of indebtedness and Sc
| curities; and to purchase, hold, sell ana
transfer and deal in generally shares OF
al Ctn in
manner.
To sell, convey and otherwise lawfully
transfer and dispose of it's entire prop
erty, both real, personal and mixed, and
rights, privileges, concessions and fran
chises or any interest therein or any part
thereof to other corporations, firms, as
| sociations or individuals whatsoever and
wheresoever existing and tori residing.
1t is the intent that the foregoing enum-
Grafton of specific powers shall not be
held to limit or impair in any manner the
general powers of the Corporation and
the laws of the State of Louisiana upon
corporations organized hereunder, and
that each of the objects, purposes and
powers specified shall be regarded as in
dependent objects, purposes and powers,
and be in no manner and to any extent
limited or restricted by reference to or
inference from the terms of any other
clause Of this or any other paragraph con-
ARTICLE Iv.-The capital stock of
this corporation is hereby fixed at the
sum of Sixty Thousand (S60,OOO.OO) Dol
lars, divided into sixty thousand (60OOOl
shares of the par value OF One C$l.OO)
Dollar per share. The amount of stock
may be increased to Ten Million 10000
OOO.OO) Dollars. Said stock shall be is
sued for cash, or the whole or any portion
of said stock may be issued in exchange
for property after being appraised by
the Board of Directors; and the Board OF
Directors hereinafter created is specially
authorized to issue and dispose of the
stock of this corporation for any and all
purposes in such wise as its Judgment
may dictate, and in accordance with the
laws of the State of Louisiana.
ARTICLE v.-All the powers of this
corporation shall be vested in and ex-
ercised by a Board composed of three
directors. Said Board of Directors shall
have the right at any time to increase
its number not to exceed nine (9) direc,
directors. Said Board of Directors shall
have the right to fill all vacancies on
said Board resulting either from death
inability or resignation or other cause
or because of the increase in the number
of said Board, even though no quorum re-
main at the time such vacancies are to
be filled; said Board of Directors shall
be elected annually, by ballot at stock
holders meeting called for that purpose
on the first Monday in November Of each
year( or the next legal day If that be a
holiday after due notice given to the
| stockholders by mail, at least fifteen Q5)
| days before the date of said meeting.
| Each holder Of stock shall be entitled TO
one vote delivered in person or by proxy
for each share Of stock standing in his
name on the books of the company, and
a majority of the votes cast shall elect
Failure to elect directors on the day
above specified shall not dissolve the cor
poration, but the directors then in office
| shall remain in office until their success
sors are elected and qualify Th, Board
| of Directors shall elect from their num-
Der a president, a vice-president and a
secretary and treasurer, provided that the
Board may dispense with any of said
officers and tori may combine any OF
| (who need not be members of the Board
or stockholders as they think proper or
convenient for the carrying on of the COM
pany's business, and they shall fix the
salaries of all officers, agents and en-
ployees. At any meetings of the Board
Of Directors any director absent from the
meeting may be represented by any other
/ director who may cast the vote OF the
absent director according to the written
instructions, either general or special OF
| said absent director. The Board of Di-
| rectors shall have authority to make and
establish, as well as alter and amend, all
by laws, rules and regulations necessary
and proper for the support and manage
ment Of the business and affairs OF the
corporation and not Inconsistent with
this charter, and they shall have the
power to authorize the borrowing OF
money and the issuance OF notes, and the
executions of mortgages and pledges, and
generally to do all things necessary for