The herald., 1921-02-17
CHARTER.

q sneciaI meeting called for that purpose;
provided, that In the interval between
stockholders meetings the Board nseu
NAV elect additional Directors within the
maximum limit above provided, II the
stockholders shall not have elected the
same. A majority OF the Board shalI con-
stitute a quorum. Said BOARD OF directors
shall be elected annually at Stockholu-
ers' meeting to be held annually at the
once of the corporation on the third Iues.
day in January of each year Tor the next
legal day IL that be holiday after norge
given TO each stakeholder by mail at least
6fteen DAYS before the date Of the meet
ing, addressed to the last designated al
dress of the stakeholder. or IL ne mas
designated no address, to the General De
livery at New Orleans. Special meetings
of the stockholders may be called by the
Board at any time and notice thereo1 shall
be given in the manner PROVIDED lor an
nual meetings; provided that IN all cases
all notice may be waived by unanimous
consent. Each shareholder shall be en-
titled 10 one vote for each share OF stock
standing in his name on the books OF the
corporation, said vote TO be cast IN per
son or by proxy and a majority or the
votes cast shall elect. Failure TO elect
Directors on the day above specined shail
not dissolve the corporation but the Dl-
rectors then in Office shall remain in once
until their successors are elected. Inc
Board of Directors shall have power 10
fill all vacancies which may occur or In
any manner arise or be created on the
Board even though no quorum remain at
the time such vacancies are TO be hlled.
The Board shall elect from their number a
President. a Vice-President and 4 Secre-
tary- Treasurer: provided that from time
to time the Board may dispense with any
of said officers and, or may combine ana,
or separate any of them and, or may elect
such other officers as they may think
proper or convenient for the carrying on
Of the Company's business, and may pro-
vide that such officers may not be mem
l. - .rA nf -fn al
they shall fix the salaries of the officers.
agents and employees. At any meeting or
the Board of Directors, any Director an
sent 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 Directors shall have authority TO make
and establish, as well rs alter and amend,
all bylaws, rules and regulations neces-
sary and proper for the support and man
agement of the business and affairs of
this corporation and not inconsistent with
this charter; and they shall have power
TO authorize the borrowing of money and
the issuance of notes and the execution OF
pledges and mortgages, and generally 10
do all things necessary or convenient Tor
the proper carrying on of the business OF
the corporation.
Until general meeting of the stock
holders for election of Directors TO be held
| in 1922, or until their duly qualified sue
| ceSSOrS are elecIeO ana lnt
| Board of Directors shall be composed OF
| the following:
Felix P. Vaccaro, 344 Camp Street, New
| Orleans. La; Salvador D'Antoni. 344 Camp
Street. New Orleans, La; X. p. BatsOn
| 325 Camp Street, New Orleans, La: L. j
| de Mond. Chalmette, La; Monte NJ. lie
mann, 1104 Hibernia Bldg, New Orleans
| La.
Provided that the Board above named
| and any succeeding Board may choose ad
| ditional Directors within the total numeri
| cal limit Of the Board whenever such tota
| limit shall not have been filled by the
stockholders. OF the foregoing Directors
Felix p. Vaccaro shall be President
Salvador D'Antoni Vice President, and r
p. Batson, Secretary-Treasurer.
| ARTICLE VI-This act of incorporation
may be changed, modified or amended, o.
the corporation dissolved, by a vote o
ent or represented at general meeting o
the stockholders convened for such pur
pose, after previous notice shall have beef
| given in the manner above required to b.
given of the annual meeting of the cor
poration.
ARTICLE Wifi this corporation shall
be dissolved, either by limitation or from
any other cause, its affairs shall be liqui
dated by three commissioners to be ap
pointed at the meeting of stockholders con
to be elected by the vote of all the stock
holders voting upon a parity. Said liQui
dators shall remain in Office until the af
fairs of the corporation shall have bee
fully settled and liquidated, and they shal
have full power and authority to trans
fer and give title to all the property an
assets of the corporation and to distribut
the proceeds. In case of death, disabilit
| or resignation OF one liquidator, the va
cancy shall be filled by the survivor.
ARTICLE VIII.-No stakeholder sha
ever be held liable or responsible for tn
contracts or faults of said corporation i
, any further sum than the unpaid balanc
due on the shares of stock owned by hin
, nor shall any mere informality in organi
cation have the effect of rendering thi
charter null or of exposing any stock
; holder to any liability beyond the unpai
, balance due on his stock.
In order that this charter may serve q
the original subscription list, the sui
scribers hereto have indicated opposit
, their respective signatures the number
shares of stock subscribed for by each
: them.
? Thus done and passed at my notari.
office in the City of New Orleans, Stat
first hereinabove written, in the presenC
. of L. Vaccaro and George Perez, comp
: tent witness, who have hereunto subscril
ed their names together with me, Notar
and the said appearers, after due readiI
:. tORIGINAL SIGNED:
/ witnesses: l.. Vaccaro, George Perez.
SEAL
l. WATTS K. LEvERIcH.
Notary Public.
i, the undersigned, Recorder of Nor
8 cages, in and for the Parish of Orlean
Il State of Louisiana, do hereby certify tn
J. the above and foregoing Act Of Incorpor
e ton of the Chalmette Oil & Refining Cor
e pany. Inc, was this day duly recorded
e. my office. in Book 1895. Folio r.
l. New Orleans, Jan. "a. 1921.
: (Signed.) ROBT. SCOTT, d. r.
ii A true copy.
IS WATTS K. LEVERICH,
70 Notary Public.
s. Jan. 27-Mch. 3.
n
"a CHARTER NENV NJ A