The herald., 1911-10-26


forth and expressed, which they hereby
adopt as their charter, towit:
ARTICLE /.
The name anu title Of the corporation
here formed is declared to be the Guar
antce Electric Company Limited" Its
domicile shall be in the city OF New. Or
leans, state OF Louisiana, and 1t shall have
and enjoy succession by its corporate name
for period of ninety nine years from and
after the date hereof.
All citations and other legal process shall
be served upon the president, and in the
event OF his absence or inability TO act
from any cause, the same shall be served
upon the vice-president.
ARTICLE II.
The objects and purposes for which this
corporation is organized and the nature
Of the business to be carried on by Ii are
hereby declared 10 be, to manufacture, sell,
construct, and repair motors OF all kinds,
automobiles and other vehicles or crafts OF
any kind operated or propelled by electric
ity or other motive power, install electric
plants, wiring or other electrical works or
apparatus, own and operate an electrical
manufacturing and repair plant and gen
and automobile repair business in all its
branches.
ARTICLE III.
The capital stock Of this corporation is
hereby fixed at the sum Of Ten Thousand
Dollars (S10.000) divided into and repre-
sented by two hundred shares OF the par
value OF fifty dollars (S50.0O) each, which
shall be paid for In cash, at such times,
In such amounts, and In such manner
as the board o. directors may determine,
than par in full payment for property
actually received by or services actually
rendered to the corporation, such stock
when so issued, shall be full paid and
worcestershire.
No stakeholder shall have the right to
sell or dispose OF his stock without first
offering same in writing to the corporation
which shall have thirty days in which tC
decide on the purchase Of same. and after
which time the stock may be offered fol
| sale in the public market.
Transfers OF stock will not be recognized
! unless transferred on the books of the
company, by the owner or his duly auth
orized agent and attorney in fact.
| ARTICLE Nv.
This corporation shall have power anC
| authority TO contract, sue and be sued il
| its corporate name, make and use cor
porate seal, the same to change or altel
| at pleasure, hold, receive, lease, hire, pur
| chase, sell, and convey, as we'll as mort
gage and hypothecate property both rea
| and personal, to borrow money, execute
notes, bonds or other. evidence of indebted
| ness; name and appoint such managers, OF
ficers and agents as the business and con
venience of the corporation may require
| make and establish such bylaws, rule'
ment and expedition of its affairs as ma,
be necessary and proper, and alter, ament
or change the same at pleasure.
ARTICLE v.
All the corporate powers OF this cor
poration shall be vested in and exercised
by board of three directors compose
81 or at hn1 a
shall constitute a quorum for the trans
action of all business. The first boar
OF directors OF this corporation shall con
| sist Of George Z. Cairo, Henry L. Wayne
and Frank J. ThibOdaux. with the said Hen
ry p. Wagner as president George T.. Cair
| as vice president, and Frank j. Thibodaux a
| secretary-treasurer, all of whom shall hol
| office until the second Monday In January
1913, or until their successors shall hav
| been duly elected and qualified.
| on the second Monday In January, 1913
and annually thereafter, an election of OF
ficers shall be held at the office of tn
| corporation under the supervision OF tw
commissioners appointed by the president
| after ten days prior. written notice shal
have been given by the secretarytreasure
to each stakeholder, to be sent by mai
directed TO his or her last known residenc
or place of business, and the director
then elected shall Immediately take thei
| seats and hold office until their successor
shall have been duly elected and qualified
All elections shall be by ballot and
majority OF votes cast shall elect an
each share OF stock shall be entitled to on
vote either in person or by proxy, at a
meetings of the stockholders. All vacar
cies occurring in said board from an
cause shall be filled by the remaining d
| rectOrs.
The officers Of this corporation shall cor
sist of president, vice-presldent, secretary
treasurer, who shall be elected by and hOl
Office during the term OF the board of d
rectors. This corporation shall commenC
| htrciu nd a
once.
ARTICLE VI.
This act of Incorporation may
changed, modified or altered, or this co
poration may be dissolved with the asser