Show NOTICE Of STOCKHOLDERS STOCKHOLDERS' MEETING Notice Is hereby given that n. n meeting ot of the stockholders stockholder of the tho Utah RefinIng company will be held at the theoffice office of said c company S suite It 7 Newhouse New New- i g house building II Salt ra Lake ke keS city Utah on I Thursday the tho day of March 1919 at 10 oc o'clock ock n a. a m m. for the purpose ot of I. I I I considering the Question of amendIng tile the I Articles ot of Incorporation of said company com com- 1 pany as follows wit to-wit Change the numbering of Articles Two Three Seven Ten Twelve and Fifteen to read Articles One Five Six Eleven Nine and Seven respectively In the order orner named Repeal Articles One Four Five Six Eight ht Nine Eleven Thirteen and Fourteen Fourteen Four Four- teen and adopt In their place the following following fol- fol lowing ARTICLE II The said 1 corporation Is organized at and Its principal office and Imd place of busI ness shall be at Salt Lake City state of Utah but bul branch offices and an places of business may bo be established elsewhere within or without the United States as may be determIned by the tho board ot of die di- rectors ARTICLE Ill III This c corporation shall exist for It a perIod ot of One Hundred Bundled years from date ot of ore or- ARTICLE IV IThe The pursuit or business agreed upon Is and shall be To buy exchange lease leale or acquire hold drill Improve operate a sell convey and otherwise S 'S dispose dis- dis pose of anywhere wy ern n arh the li United T States t i or In any other part ot of the world lands real estate concessions rights privileges leges and franchises in and to real estate for tor the purpose ot of tor tor IJO- IJO storing transporting selling disposing dis posing ot of and ealing In mineral mIneraI oils and ancl natural gas of all 11 kinds and petroleum coal and all other minerals to buy manufacture refine treat or otherwise prepare fo for market and nd sell and deal leal n nall nall all kinds of mineral mineraI oils and natural gas and all products aid 1 byproducts of mineral minerai min min- eral oils oil shale petroleum and gas to apply for purchase or otherwise lC ac- I quire own use operate and sell or otherwise otherwise oth- oth dispose of and to grant and ob- ob tale licenses In respect of any anti and all Inventions improvements and processes pertaining to Its said laid business whether secured under letters pat patent nt of the United States or elsewhere or otherwise otherwise other other- wise to construct equIp buy sell lease and operate all works factories stores machinery tools rigs apparatus conveniences conveniences con con- and that IT-a IT may be either useful or necessary in carrying on ons Its s said business e or any part J thereof lol ol to purchase p a s acquire lre leas hold sell l exchange ex- ex change convey operate and otherwise deal In real and personal property eluding franchises stocks rends 1 evl- evl vl- vl rl ot of and rights of any and every kInd to subscribe or orI cause to be subscribed for and to purchase purchase pur pur- chase and otherwise acquire hold bold sell assign transfer mortgage as- as s- s change distribute ute and otherwise dispose of the whole or any part of th the shares of fl the capital stock k bonds n coupons o mortgages deeds of trust securities securities se- se obligations evidences c of indebtedness indebtedness edness notes good will rights assets and any g part property re thereof r of any of l ot other and r every corporation or kind r or or corporations or a associations now or hereafter existing and Imd whether created b by tie the laws ot of the state of Utah or of any other state territory y or co county and to operate manage manale and control such properties or any of them either ut 11 the name of said corporation or corporations or In the name of this corporation and while the owners of mv any such stock or bonds or evidence of debt created by other corporations or persons to exercise the rIghts powers pOI and privileges or own own- of every kind and description In- In chiding the rIght to vote thereon to the same ext extent nt as natural persons mIght or could do to mortgage any or all ot of its lis property to secure indebtedness to ac- ac luire by purchase of 01 otherwise and ana to hold and again dispose ot of shares of its lis own capital stock as welt well as bonds or orI evidences of debt Issued by the corporation corporation corpora corpora- I tion to construct own and operate conduits con COil duits and lines ot of tubing and ard Piping for forI forthe the transportation of natural gas or Dr oil I I for the public generally as well as for forthe forthe the use ot of said corp corporation ration to transport oil and gas gal by means mans r If pipelines pipeline and I tart tank cars tank steamers or to construct c and maintain all ra railroads tramways telegraph and telephone telephone tele- tele phone lines necessary or II convenient inthe in inthe the prosecution ot of the bus busness s ot of the company to conduct a general merchandise merchandise dise business and to de dp and perform any and all other lawful acts that mao be necessary or convenient to carry out ithe purpose of t the C corporation P i The enumeration r of particular c and purposes shall In no n way lessen or orr orI I r arrow Trow the general objects and purposes ot of this corporation but the powers and rights ot of said corporation snail bo be lib 1 and broadly for th the purpose ot of attaining or 01 furthering any of Its objects J ARTICLE The private property of stockholders stockholder shall not be lIable for corporate debts ARTICLE X The officers ot of I this his corporation shall consist of a a. board of seven Directors a President a VIe President a Secretary and a The President and Vice President shall be elected from among the Directors and the Secretary and Treasurer may or 01 may not be rectors Tho offices of Secretary S and Treasurer may be held by the same per per- son Eon The Board Doard of Directors Director may by resolution or bylaws provide for the appointment appointment ap- ap of such other officers or agen agents s sas as may be deemed necessary No person may QualifY or act all as a a. director di- di rector of this ls corporation P o unless he be a stockholder 1 et Th The term of f office of 1 officers I cers until rt 1 Sr shall their r rb b be successors l a C period Se o shall r one have year b been and I elected and shall have duly qualified ex ex- ept as provided In Article hereof ARTICLE XII The annual meeting or of the stockholders ers for the election Directors 01 and the transaction of any other business that may legally come before It shall be held I at the general office or of the corporation In Salt Lake City Utah at 10 a. a m. m on the second Tuesday In March of each 1 I year year A representation of a majority of the capital stock Of saId corporation snail be necessary for the holding ot of said or any stockholders stockholders' mE-et mE g The voting at such meetings shall be beby beby by ballot unless otherwise determined and persons receiving a majority of the votes ot of the stock represented ed at such meeting shall be held and declared to be elected directors A failure to hold any general or 01 special meeting of the stockholders on the day dY appointed for the same shall not forfeit or Interfere with the corporate rights acquIred acquired ac- ac under this agreement but any such meeting may be held at a subsequent quent time giving gh notice as pro pro- by law w provided however that it ita a t quorum be not present or represented at any meeting the same may be adjourned adjourned ad- ad from time to time to a specified time and place by a majority vote of the stockholders present or represented at atI I such meeting and no addItional notice e eIn In such event shall be requIred to validate vall- vall date such adjourned meeting meeting- ARTICLE XIII Any officer may be removed as provided pro pro- vided by law and any officer may resIgn by filing at least ten tea 10 days daya before the same is to take effect with the President and Secretary his In writing but the Board Boara of Directors may accept said resIgnation to take effect effect ef- ef upon shorter notice ARTICLE XIV within H n thirty lr 30 d days a after t their el election t the Directors re rs U meet t and shall elect the other ether officers of thIs cor- cor Any vacancy occurring among the dl directors or the e officers I r chosen by f them m shall he e filled the Directors i gt r At all meetings of t toe Directors r a ma a l ini of the board t constitute t a quorum and except as otherwise provided pro pro- vided in these s articles t a majority j of those present es may a transact Sa the business rne and exercise the corporate powers of the corporation provIded however that tf If by death resignation or removal there shall be less than a Quorum Of the board remainIng the vacancIes thus existing may toe be filled by two or more members of the board at any regular or special meeting point I n an the Executive Board W of Committee Directors consisting may appoint ap- ap ot of o one ne or more of Its members which committee when not restricted by the tho board may mav exercise the powers ot of the he Board ot of Directors in respect to all mathers mat hers lerl ARTICLE XV Tho Board of Directors shall adopt a a. code of bylaws for the government ot of this corporation and therein e shall a be P prescribed pre pre- scribed the duties Ie of the rn rs net t therein herein provided for Such Bylaws may maybe maybe be alterEd or amended by the board It t tany any meering regularly held at which a quorum Is s PANICLE ARTICLE XVI I These Articles ot of may be amended in any r respect to the laws ot of this state by a votE rote representing I at least three fourths fourths e-fourths in amount of the outstanding capital stock ther thereof of I at a meeting of the stockholders called for that purpose as prescrIbed by law I By order of the Board of Directors UTAH on OIL REFINING COMPANY By John C C. Howard President Attest Seal W. W B. B SAGE Secretary e |