The herald., 1921-03-03
CHARTER.

Isl. OOO. 0OO), which may be increased to i've
million dollars (S5,000,000). Said capital
stock is divided into forty thousand (iO,-
OO0) shares of the par value of twenty-five
dollars (S25OO) each, to be paid for as the
law provides, or sooner, at the discretion
of the Board of Directors, which said
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
tiOn 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 inten-
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
the said stock: and in the
event of the Board of Directors refusing
or neglecting such option to purchase the
said stock within the time limited in said
notice, :hen and in 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.-All the powers Of said
corporation shall be vested in and eXer-
cised by Board of five 90 Directors;
three 90 members of said Board shall
constitute a quorum for the transaction of
business. and their decisions shall be valid
corporate acts. The names and pOStOfIice
addresses of the Directors for the first year
who shall serve until their successors are
Charles +. Smith, 1872 CarrOllton Avenue,
New Orleans, La; James X. Bagley, 29Ol
General Pershing ST.. New Orleans La. {;
James T. Prowell, 1910 ST. Andrew ST.
Orleans ATp
1920 Daneel St, New Orleans, La; Cleora
VI. keenan,, G27 Elmira Ave. New Orleans,
La. Said Board of Directors shall con-
tinue in Office until the second Tuesday in
the month of January, 1922, on which date
and annually thereafter their successors
shall be 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, but
the Directors then in Office, as 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 as one vote. shall elect the
been cast.
After each election the Board of Direc-
tors shall elect from their own number
a President. a 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-
tiOns 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 as it 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 IL may deem necessary for the
conducting of the business of the corpora
ton: fix their compensation 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 these
Articles of Incorporation and the state
ment of the number of shares of stock 10
which each has subscribed are as follows
Charles f. Smith, 1872 Carrollton Ave.
New Orleans, La, 1850 shares; James h
Bagley, 29O1 General Pershing St., New Or
leans, La, shares; Jones Il. PrOwell
1910 st. Andrew St, New Orleans, La, !
shares; Richard 7. Mcbride. 1920 Daneel
St, New Orleans, La, 3 shares; CleOra
NJ. Keenan,, 627 Elmira Ave, New Orleans
La, shares.
ARTICLE VIII.-This charter may he
changed, modified or amended. or this
corporation may be dissolved at a general
meeting Of the stockholders convened for
the purpose, according to law. If, at any
time, this corporation should. according 10
law, desire to dissolve, its affairs shall be
hquidated 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 said
commissioners, the survivor or survivors
shall continue to act.
Thus done and passed at my notarial
office, in the City of New Orleans, on the
uds anu udtt dDONe
by the parties whose names are hereto
subscribed, in the presence of Messrs
Nirma Keenan, and Edmee Fortier, compe-
tent witnesses, who hereunto sign these
presents, together with appearers and me
notary, after due reading of the whole
Original signed.) Chas. E. Smith. 10 Csc
shares; James h. Bagley, shares Cleora
NJ. keenan,, shares; J. Il. Prowell,
shares; X. T. Mcbride, 8 shares.
I Witnesses: Nirma keenan,, Edmee For
tier
(Signed) JOHN R. UPTON, Not. Pub.
/, 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 & Ex-
port Corporation, Inc, was this day duly
recorded in my Office in Book 1858, Folio
ii. New Orleans, January 81, 1921.
(Signed.) ROBT. SCOTT, by. r. NJ.
i, the undersigned, Notary Public, do
hereby certify that the above and forego-
ing is true and correct copy of the act
of Incorporation of the Petroleum Import
IL Export Corporation, Inc, the original OF
which is of record in my current notarial
register, together with the certificate OF
the recorder Of mortgages thereto at
tached.
Witness my hand and seal this 31st day
Of January, A. ID. 1921.
(Signed) JOHN r. UPTON. Not. Pub.
Feb. 10-Mch. II.
AMENDMENT OF CHARTER OF r.