The herald., 1921-02-24
CHARTER.

| stock is divided into forty thousand (4O.-
| 00O) shares of the par value OF twcnty-pN
dollars (S2j.O0) each, to be paid Tor as the
| law provides, or sooner, at the discretion
| of the Board of Directors, which Sald
stock shall be paid for in cash, or the
same may be issued at not less than par
| in payment or exchange for property rights
| actually received or purchased by SAID
corporation in accordance with law, or
| labor or services rendered to the corpora
| ton at such time and under such terms
and conditions not inconsistent with law,
as the Board of Directors may prescribe.
| Any stakeholder may sell. assign, or trans
| fer his stock in this corporation provided
| thirty days prior notice OF such lnten-
| ton to sell. assign or transfer the same
be given to this corporation, and the Board
| of Directors of this corporation shall have
| the first privilege of purchasing for this
| corporation the said stock; and in the
event of the Board of Directors refusing
| or neglectng such option TO purchase the
| said stock within the time limited in said
| notice, then and i'll such case the said
stock may be sold in the open market.
| The stock of this corporation may be
transferred under the above conditions.
| provided such transfer thereof be made
| on the books of this corporation and upon
the surrender of the certificate therefor.
ARTICLE V.-An the powers of said
corporation shall be vested in and eNer-
ciSed by Board of five 90 Directors :;
three 81 members of said Board shall
constitute a quorum for the transaction Of
business, and their decisions shall be valid
corporate acts. The names and poStOtice
addresses of the Directors for the first year
who shall serve until their successors are
elected ard qualified are as follows
ICharlcs +. Smith, 1912 CarrOlltOn Avenue,
New Orleans, La; James X. Bagley, 29Ol
General Pershing St. New Orleans. La.
James r. Proysl. 1910 81. Andrew ST,
New Orleans. La; Richard r. Mcbride.
1920 Daneel St, New Orleans, La: CleOra
| NJ Keenan, 627 Flmira Ave. New Orleans.
Sail ri Of hal
tinue in Office until the second Tuesday in
the month Of January, 1922, on which date
and annually thereafter their successors
| shall he elected, unless the same be- a
holiday, when the election shall be held
on the next legal day thereafter.
Failure from any cause whatever to elect
Directors on the day named for that pur-
pose shall not dissolve the corporation, hut
the Directors then in office, well as the
officers of said corporation, shall hold over
until their successors are chosen.
| At every election and meeting. each
stakeholder shall be entitled to vote for
each share of stock registered in his name
either in person or by written proxy.
The election of Directors shall be by
ballot, and the majority in the amount OF
votes cast, each share of stock voted upon
being counted one vote. shall elect the
person or persons for whom they have
been cast.
After each election the Board of Direc-
tors shall elect from their own number
| Il President. Vice President and a Treas
urer of said corporation; and shall also
elect Secretary of said corporation, who
need not be from their own number.
ARTICLE VI.-The Board of Directors
shall have full power to fill vacancies in
their number caused by deaths, resigna.
tons or otherwise, from among the stock
holders of said Corporation.
The said Board shall have full control
of the property of the corporation, and
shall so conduct, manage and use the same
as in their discretion they deem fit
and that is consistent to the objects of this
company for the welfare of the same.
The said Board is further authorized to
frame and adopt such bylaws, rules and
regulations as the affairs and business OF
the corporation may require, and il may
be necessary for the conduct and manage
ment thereof; provided the same shall not
conflict with this charter. or with the laws
of the State or of the United States.
The said Board shall elect or appoint a
manager, and may, in its discretion, dele
gate special power and authority to said
manager for the purpose of properly con
Quoting and managing the business details
OF said corporation; said Board shall also
have power to appoint or elect such other
officers, agents, employees, servants and
clerks as it may deem necessary for the
conducting of the business of the corpora
ton; fix their compensat On and terms OF
, | service and fix and determine the salaries
of the several officers herein provided for
ARTICLE VII-The names and post
Office addresses of the subscribers of thes,
Articles of Incorporation and the state
ment of the number of shares of stock Il
which each has subscribed are as follows
Charles f. Smith, 1872 Carrollton Ave.
New Orleans. La. 1880 shares: James X
2 Bagley, 2901 General Pershing St. New Or
leans, La, shares; Jones Il. Prowell
2 1910 st. Andrew St, New Orleans, La,
: shares; Richard 7. Mcbride, APO Dance
St, New Orleans, La, 5 shares; Cleori
NJ. Keenan,, 627 Elmira Ave, New Orleans
La, shares.
, ARTICLE VIII.-This charter may b,
changed, modified or amended, or thi
corporation may be dissolved at a genera
meeting of the stockholders convened fol
the purpose, according to law. If, at any
! time, this corporation should, according t.
law. desire to dissolve, its affairs shall b,
llqu1dated by three commissioners select
ed from the stockholders at a meeting
called for that purpose; said commission
ers to remain in Office until the affairs OF
the corporation have been fully liQuidated
in case of death of one or more Of sale
commissioners, the survivor or survivor,
shall continue to act.
Thus done and passed at my notaria
Office, in the City of New Orleans on tn,
day and date herein first above written
by the parties whose names are hereto
subscribed, in the presence of Messrs
Nirma Keenan, and Edmee Fortier, compe
tent witnesses, who hereunto sign thes,
J presents, together with appearers and me
, notary, after due reading of the whole.
Original signed) Chas. f. Smith, 1898
! shares; James X. Bagley, 8 shares Cleors
NJ. Keenan,, shares; ]. T. PrOwell,
! shares; X. T. Mcbride, 5 shares.
: Witnesses: Nirma Keenan,, Edmee For
tier.
(Signed) JOHN r. UPTON, Not Pub.
i, the undersigned, Recorder of Mort
cages in and for the Parish of Orleans. in
) the State of Louisiana, do hereby certify
that the above and foregoing act Of incor
poration of the Petroleum Import & Elk
port Corporation, Inc, was this day duly
recorded in my Office in Book 1858, Folit
A. New Orleans, January 81, 1921.
r (Signed) RoBT. SCOTT, by. r. NJ.
, /, the undersigned, Notary Public, d,
r hereby certify that the above and forego
ing is true and correct copy of the ac
q of incorporation of the Petroleum Impor
Export Corporation, Inc the original o
which is Of record in my current notaria
register, together with the certificate O
/ the recorder Of mortgages thereto at
tached.
r Witness my hand and seal this 31st da,
! of January, A. ID. 1921.
(Signed) JOHN r. UPTON. Not. Pub.
Feb. 10-Mch. IT.