The herald., 1920-08-05
CHARTER.

lana, and all citations or other legal pro
cess shall be served upon amy OF the fol
lowing officers: President. Vice President
Secretary, Assistant Secretary or Treas
uTrr.
And that at such meeting it was unan-
imously resolved that Articl" Ill OF the
charter of the corporation be amended 30
as to read rs follows:
ARTICLE uI.-Tnc objects and pur-
poses for which this corporation was ere
gtrd are hereby declared to be. To buy
and sell. own. lease and opcrat" oil mills,
grinding plants. extraction plants. rem
eric, and such other factories. warehouses
and plants used in connection with crush
ing and yOr extracting oil and amy other
products from all kinds of oil bearing
seeds. beans. nuts brauS. -grhag" and all
substances Incidental 10 ia" Manufacture
of edible oils AND compounds. as wei a>
any other Kind Of oil soaps ana soap
products: also an kinds of feeds aud for
filters. mixed or otherwise; also 10 own.
lease and operate amy other KIND OF tar-
tories and fUr engage in amy Other Kind
of business, which might be considered Z"
b" advantageous TO the corporation, fur
Their. to buy, sell and deal ira all such ar
tirl"~ and for any other article on comuil>-
sion and /ur otherwise: also 70 act as
agent and /or truNtc" for others in per
f0rmaucr of general milling. refining.
storing and trading business for a com
mission. royalty or otherwise, and to Dor
row and lend money in connection there
with: also 10 borrow and lend money for
any other purposes. also to do a general
import. export and trading business in all
articles OF commerce. To buy. sell. leaS"
and operate tank ears and fOr other rail
road ears. also steam ships barG">, steam
boats and boats propelled 10y any other
power: to buy, sell Lease. operate and de
yrlup lands for livestock agricultural.
mineral and /Or other purposes. expert
mental and otherwise; real estate and
other property. government bonds and
securities, stocks and bonds of other cor
puratiOnS. and to hold or dispose of same
# nj "a nd % % "a
appurtcnant or convenient to or connected
with the purposes h"reinabovc stated.
And that at such meeting il was unan-
imOusly resolved that Article " of the
charter of the corporation be amended 80
as to read as follows:
ARTICLE IN.-The authorized capital
stock of this corporation i hereby fixed
al four million two hundred thousand tNi.-
2OO. OOOO Ol dollars, TO b" divided as fol
lows: Into twenty thousand shares of
the par value Of one hundred tSlOuOul dol
lars each Of preferred stock; twenty thOus-
and shares of one hundred tSlpOOl dol
lars each of common stock and into two
thousand shares of l. common stock of III"
par vain" Of one hundred tSlOOWl dollars
each The preferred stock shall receive -
dividend ut the rate of six per cent per
annum of the profits Of each year. cumu-
lativc and no more. payable IN semi an
nual inStallmcut>. which dividend shall
he paid in preference to any other claim
out of the net proceeds of this company.
The preferred stock shall bc rcdeemahlc al
$1,000 after thrifty days notice on any
dividend due date thereon. The holders
of preferred stock shall have no right 10
vote nor To take any part in the proceed
ingS of the company. The holders of the
common stock shall solely be vested with
the power of electing the Board of hi
rcCtOrs and with the control of the COM
panN, and in fact shall have all the pow
erS not vested by the charter in the Board
of Directors. and said holders of common
stock shall receive the remainder of IN"
NOT iTt n - fsnn "a
thereof aS may be distributed by tn" Board
of Directors to them concurrcntly with the
holders of l. common stock. The holders
of Il common stock shan nave no right to
vote or take any part in the proceedings
of the company nor to sell or dispose of
their stock. and shall have no rights eN
c"pt under the following terms aud condi-
tons: The l. common stock shall be- is
sued to the stockholders but shall not he
negotiable and shall be- rcdeemable at the
option of a majority of the Board Of hi
rectOrS of the company ut any time and
in the hands of any holder upon thirty
days notice issued to the holder Of record
of said stock ut the book Vj1u" of said
stock, which shall have the same book
value aS other common stock. the said
book value to be ascertained from the
Semi-annual statement nearest 10 said call
for redemption, and said statement shall
be final and conclusive evidence Of the
value of said stock when redeemed by the
company. These conditions shall he pript-
ed on the said Il common stock. The fore
going authorized capital stock not already
issued may be disposed of by the Board
of Directors for cah or its equivalent, but
for not less than its par value.
And at sucn meeting il WAS unanimously
resolved that Article of the charter of
the corporation be amended so as 10 read
ARTICLE V.-AIl the corporate powers
of this corporation shall be- vested in and
be exercised by a Board of Directors, to
he composed of five 90 holders of com
mon stock. to he elected annually on the
first Monday in January Of each year
hereafter or until their successors are
elected and qualified. All such elections
shall he held by ballot and conducted at
the office of the said corporation under
such rules and regulations as may be here
after adopted. At all such elections every
holder of common stock shall be entitled
to one vote for each share of common
stock standing in his name on the books
of the corporation. to be cast in person or
| by his written proxy, and the majority OF
the votes east shall elect. \ failure to
elect Directors on the date specified shall
not dissolve this corporation nor impair
its corporate management, hut the Direc-
tors then in office shall remain in office
until their successors are elected and quail
| flied. Three Directors shall constitute a
! quorum and shall be necessary To author
| ize any act to be binding upon this COM
pany. Any vacancy occurring among the
! Officers or Directors. by death. resigna-
/ ton or otherwise. shall be filled by cleo
| ton for the remainder of the term by a
majority of the Board present or repre-
| scented. Every Board of Directors may
elect from their own number a President,
| Vice President. Secretary, Assistant Sec
| rotary. Treasurer and General Manager.
| The Board of Directors may from time to
| time name and appoint all such other Off
| GERS and agents as the business of the cor
| poration may require. 1t shall have power
| to fix and define the duties and salaries
| of every officer and employee. and all
| officers and employees shall hold office
| and employment at the pleasure of the
Board.
| And at such meeting it was unanimous
| ly resolved that Article vi of the charter
| of the corporation be amended as to
| read as follows:
| ARTICLE NI-Whenever this corpora
ton may be dissolved. either by limitation
| or from any other cause, its affairs shall
| be liquidated by three commissioners, to
| be appointed from amongst the holders
| of common stock at a general meeting of
| the holders of common stock 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
|