The herald., 1922-11-02
CHARTER.

and after the date hereof; to contract, sue
and be sued; to make and use corporate
| seal and the same to alter and break at
| pleasure; to hold, receive, lease, purchase
| and convey, as well as mortgage anu
hypothecate property, real, personal vi
mixed, corporal and incorporeaI: 10 own
and hold stocks and bonds of other cor
| poratiOns to name and appoint such man
| ayers, agents, directors and Officers as
| its business or convenience may require.
and to make and establish, as well as
| alter and amend from time to time such
bylaws. rules and regulations for tne
proper government of the affairs or sald
| corporation as may be necessary ana
proper.
| ARTICLE 1.-THE domicile of said cor
poration shall be in the City Of New Or
| leans State of Louisiana, and all citation
and other legal process shall be served
upon the President of said corporation,
| or in his absence upon the Vice President
thereof in the absence of said Of
! ficers. upon the Secretary of said cor
pOTatiOn.
poses for which this corporation is or
! gauized and established and the nature
! of the business to be carried on by II
are hereby declared to be:
To carry on the business of manufac
turing. refining and processing OF MN
eral, vegetable and animal oils and fats
and their various by-prOducts.
To engage in the transportation of min
eral, vegetables and animal oils and rats
and their various by-prOducts either pro-
duced by this corporation or other persons
or corporations. by means of pipe lines,
tramways. railroads, boats. barges or
other conyeyanceS or to lease or suitcase
all or any part thereof to other persons
or corporations for the like purpose. ana,
in order to fully carry out said objects ana
purposes, to purchase, lease. or otherwise
acquire. pipe lines. tramways, railroads,
hlrNpS
pumping stations. steam plants, air plants
and all other machinery, apparatus ana
paraphernalia necessary or incidental
thereto.
To build. construct. lease. purchase or
otherwise acquire buildings, machinery
and other apparatus for refining, smelt-
ing. manufacturing or otherwise worklhS
up the products of mineral. vegetable ana
animal oils and fats either produced by
this corporation or other persons or cor
poratiOns and to refine, smelt manufac-
animal oils and fats and their by-productS
Of said oils and to operate the said plant
and market the products or by-productS
as manufactured to the best advantage.
To carry on such other business per-
tanning to the manufacturing, rehninS ana
processing OF mineral, vegetable and
animal oils and fats ad thei by-poductS
as may be found necessary or desirable
or such as is generally engaged IN by
corporation of this kind.
ARTICLE Iv-The capital stock of this
corporation is hereby fixed at the sum
Of Forty Thousand Dollars tSlOUoo)
divided into and represented by Four
Hundred (4OO) shares of stock OF the
par value of One Hundred Dollars tslOo.ool
each Said stock shall be paid for IN caSh
at such time in such amounts and after
such notices to the subscribers AS may be
fixed by the board of directors ana the
same may he issued at not less than par
for labor done or property actually re-
ceived by the corporation
The amount to which the capital stock
of this corporation may he increased
shall be the sum Of two hundred lhouS-
and dollars (S200OOO).
This corporation shall become a going
concern and shall be authorized to do
business as soon as One-half (l2) of MS
capital stock shall have been subscribed
to.
ARTICLE v-An of the corporate pow
ers of this corporation shall he vested In
and exercised by a board Of directors
COMPOSED of three (3) stockholders. two
C2\ of whom shall constitute quorum.
Said directors shall be elected annually on
the first Monday in January OF each year
at n general meeting of the STOCKHOLDERS
except the first board of directors which
shall he elected at the first meeting of
stockholders to be held on October 9TH
1922. at 1000 a. m, at 1901 Hibernla
Bank Building, New Orleans, Louisiana,
VINO snail nOlu tnelr OHHeS unlll tHe HiSt
Monday in January. 1924. or until their
successors shall have been duly elected
and qualified.
All such elections shall he held by bal
lot and conducted at the office of the cor
pOraton under the supervision of two (2)
commissioners to be appointed by the
board of directors. Notice of such meet
ing and of all other stockholders meet
ings shall be given in the manner pre-
scribed by law, and when not so pre-
scribed, then written notice of such meet
ing shall be deposited. at least fifteen (l5)
days prior to the date of such meeting. in
the post office of the City of New Or
leans, postage prepaid, properly addressed
to each stakeholder at his last known
residence or place of business.
At all such elections and at all corpo-
rate meetings every stakeholder shall be
entitled to one vote for each share of
stock standing in his name on the books
| of the corporation, to be cast by him in
person or by his written proxy. and q
jority of the votes cast shall elect.
Any vacancy or vacancies occurring
among the directors by death, resigna-
| ton or otherwise, shall be filled by cleo
ton for the uneNpired term by the re-
| naming directors.
The failure to elect directors on the day
| above specified shall not dissolve the cor
pOration, nor impair its corporate ex-
istence or management, but the directors
| then in office shall remain in office until
| their successors are elected and qualified.
| The board of directors shall, annually,
at its first meeting after election. elect
| from its own number president vice
president and a secretary and a treasurer
! or II may elect one N person who shall
| be both secretary and treasurer who need
not be a member of the board of drec-
tors. The office of president may also be
| combined with the office of treasurer so
| that the person elected to president of
! this corporation may perform the func-
| tons OF both president and treasurer The
| office of vice-president may be also com
| bined with the office of secretary so that
| the person elected vice president may per-
form the duties of both vice president and
secretary. The board of directors may
also elect one % OF more assistant sec
| retaries neither of whom need be members
| or the board or stockholders in this corpo-
ration. The board of directors shall have
power and authority to name and appoint
| all such other officers, agents and en-
plOyees as may be deemed necessary for
| the purposes and business of this corpo-
| ration. Said board shall have power and
authority to fix the compensation and
dehne the duties of every officer and ON
| ployee, and all officers and EMPLOYEES
shall hold office and employment at the
| pleasure of said board
Said board may make and establish, as
Wen as alter and amend, any and all by
Tvs, rules and regulations necessary and
| proper in its judgment for the conduct
| support and management of the business
ana Affairs Of said corporation.
At all meetings of said board Of direc-
| Tors, each director shall have the right to
| appoint amongst the directors a proxy to
act In his place and stead.