The herald., 1921-10-13
CHARTER.

,,'l ~ IN connection Herewith, whether
manufacturing or otherwise hot con 'i .,,i
| 10 the, laws of the state of Loulsiail"' IN
| vim all the powers conferred upon cor
| rnr1tions by the laws of the state OF
| Louisiana
90, The foregoing clauses shall be con.
| strued both as objects and powers anu II
is hereby expressly provided that the lHrT,
| going<rnumcration of spe'h' powers S",,
not he held To- limit or. restrict IN any H'"
urr the powers of this corporation.
ARTICLE III-The amount of the 'ari-
| raj stock of this corporation l. hrItnN
hxed at fifty thousand dollars 'S,'o.uoo9o oe
represented by fifty thousand shares Hi
stock AT the par Nulu" Of one uoIiAr cav -.
said stock shall be- paid for in cash. OF
/ given. at par, in payment for proP'IlS
actually received by said corporation, an"
for services performed for the '"HP"nI
The shares of stock shall b" TahsI'r""'S
only ON the books of the corporation anu
must Ice signed by the president ana ihC
/ secretary. and no transfer OF sl"'h H.'i
| hr binding or have any eject upon I'M
| CORPORATION, unless and until maze W."
! the books. No stakeholder shall be hau'r
| for any further sum than the amour. W
his subscription, the capital STOCK OF w
corporation may be increased 10 TWO mn
lion. five hundred thousand uo'i"IS VI ""'
| portion thereof.
NpTICDE IV-Thc domicle of this cor
. rnrytiou shall be in the City of New or-
leans, state of Louisiana. MI citations or
Fothcr legal process shall be served on I'H
president. or in his absence on the wee
president.
ARTICLE V-This corporation shall con
| linn. to exist and enjoy life for period
of ninety-nine years from the date hereof
and shall enjoy all the rights, prlNu'E'I'
and immuuitics granted by law TO Su'h
| COMBINATIONS. they shall have the power
| to >up and be sued. use a corporate seal.
| the same to alter and amend at pleasure .
10 own and hold personal, real or mixed
property. to make notes bOhuS' H'oI'
| cages. or other evidence of debt.
ARTICLE VI-Au corporate powers of
this corporation shall be vested in ana oN-
erciScd by "a board of directors composed
of not less than three. nor more than seven
. stockholders. elected annually nj meeting
To be held on the second t2ud) M"hudE "I
October of each year. majority OF Sutii
! directors shall compose a quorum for IN,
/ transaction of any business. They >hai
b. ! be elected by ballot at said annual meet
ing. either by proxy or in person. Motto,
of said annual meeting to he given TO cdtl
q. stakeholder at least ten days prior to SAID
! meeting. by publication in a daily news
= paper of New Orleans, three times within
80 said ten days. Within week after Tn
election of said board of directors, a
above provided for. they shall elect iron
among their numbers a president. wee
president and secretary and a treasurer
T. or the last two offices of secretary an'
treasurer. may br held by the same perSol
IA al the will of the board Of directors, an'
IT, said board may appoint managers, clerks
J. agents employees as tAey see tit and regu
J. la:r the salaries to be paid them. Al %
p frrrS and members of the board of dlreC
e.. tors shall hold Office for one year from
ii the date of their election, or until thei
Il successors have been duly elected ant
r qualified
lie ARTICLE VII-The board OF director
- shall have the power To appoint an eNecu
7 ! tive committee 10 be composed of as man.
d members aS they see fit, and to vest IN
a. said executive committee with such power
~ and authority and duties as in the dis
: erection of said board may be proper TO
P the efficient conduct of the business o
; this corporation.
Id ARTICLE VIII-The board of director
Pr shall have power to make and establis
o. H. well alt"y and amend, all bylaws
rules and regulations necessary and prOpe
III for the support and management of III
pr affairs and business of the cOrpOratiO
~ and not Inconsistent with its charter. TIL
o. board shall have power, without refrrrin
10 the stockholders, to borrow money. eN
il ecute mortgages. and issue notes, pledge
" bonds or other obligations in such amount
and on such terms as i'll their judgmer
49, may be advantageous, and generally 10 d
- all things reasonable, necessary or col
venient for the proper carrying on of Oh
business of the corporation; and they Al
H. especially authorized to issue and deliy,
Il full paid shares of stock and bonds
ne obligations of the company in payment
e. property acquired by said corporation.
IS. ARTICLE IN-The board of director
OF shall have the power. by vote of not le'
Is than twO-thirdS of all directors, 10 81
o all or any part of the property. movab
or immoyable belonging to the COrpOr
IL ! ton. or to receive in exchange theref,
ch money or stocks or bonds or other ObliC
be tons of another individual. firm or 60
poration of any character. without refer
=, ing to the shareholders for power to do :
- At any Meeting of the board of directO
- and director absent from the meeting ms
- he represented by any o-her director, WI
! may east vote of said absent director a
cording TO the written instructions of Sa
I'll, absent director.
ARTICLE N-ThiS act of Incorporate,
ri may be modified, changed or altered
H. amended. or this corporation may be hi
Ter solved. in the manner provided by law,
lin 4 twO-thirds vote of the entire outstan
re- capital stock present, or represented at
general meeting of the stockholders co
,, Vened for such purpose after previous II
"a tiCe shall have been given in the mann
or above required to be given of the annu
nd meeting of the corporation The capt.
nd stock of the corporation may be increas
as or decreased by proceedings in accOrdan
with the laws of the State of Louisiana,
ARTICLE XI-If this corporation Sh;
hts be dissolved, either by Limitation or fro
ole any other cause, its affairs shall be liqU
or dated by three commissioners to he a
ra- pointed at meeting of stockholders co
thS vened for the purpose of liquidation. n
Sc to be elected by a majority vote 01e't
lhe | STOCKHOLDERS present, which IQuidatC
so shall remain in office until the affairs
an said corporation shall have been flu
ess settled and liquidated, and they shall Ia
ers full power and authority to transfer a
the give title to all the property and assets
ISL the corporation, and to distribute the pI
ceeds. In case of death, disability or
my si4natiOn of one or more liquidatOrs. {
use vatancy shall be filled by the survivor
ner survivors.
her Thus done and passed in my office
ner the City of New Orleans. Louisiana. on [
Ms day. month and year first above write
On in the presence of Theresa SWEET a
ers Emma COrnay, competent witnesses. W
ties have hereunto subscribed their name
10 together with me, notary, and said a
ma bearers, after due reading of the whole
ing Witnesses: Emma Cornay, There
di- SWEET.
cts (ORIGINAL SIGNED:
M. 81. Epley, 240O0 shares New OrleaI
ell. La; SeatOn Veith. $4,000 shares San A
or gelO. Texas; l.. p. Crigler, 1000 shar
the Macatawa, Mich. Jos. Delery, 1000 shar
Gu New Orleans, La.
is OSCAR SCHREIBER
ion Notary Publ
her /, the undersigned Recorder of Mo
md cages, in and for the parish of Orleal
the State of Louisiana. do hereby certify II
er- the above and foregoing Act of Incorpol
on, ton, Of the TOyah Valley Sulphur c
Ons Inc, was this day duly recorded in ]
office in Book 1868. folio 1872.
rm New Orleans, Sept. 2Sth, 1921.
on, (Signed) ROBT. SCOTT
mi Deputy Record
)ry l. the undersigned notary hereby cert