The herald., 1911-11-02

LOT lHe ODJeClS ana purposes ana uOOeT the
stipulations and agreements hereinafter set
forth and expressed, which they hereby
adopt as their charter, to-wit:
ARTICLE I.
The name anu title of the corporation
here formed is declared to be the Guar
antee 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 ninetynine 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 yice-president.
ARTICLE II.
corporation is organized and the nature
Of the business to be carried on by il are
hereby declared to 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.
orally do a general electric construction
and automobile repair business in all its
branches.
The capital stock Of this corporation is
hereby fixed at the sum Of Ten Thousand
Dollars (S1O,OOO) 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
or the same NAV be issued at not less
than par in full payment for property
actually received by or services actually
rendered to the corpora tion. such stock
Uh hal Ia ful Nd
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 TO
decide on the purchase Of same, and after
which time the stock may be offered for
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
orzed agent and attorney in fact.
ARTICLE ~.
This corporation shall have power and
authority to contract, sue and be sued in
Its corporate name, make and use a cor
porate seal, the same to change or alter
at pleasure, hold, receive, lease hire, pur-
chase, SELL and convey, as well as mort
gage and hypothecate property both real
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, rules
and regulations for the proper manage
ment and expedition of Its affairs as may
be necessary and proper, and alter, amend
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 composed
OF stockholders, majority of whom
shall constitute a quorum for the trans
Of directors Of this corporation shall con-
sist of George Z. Cairo, Henry T. Wagner
and Frank J. Thibodaux, with the said Hen
ry p. Wagner as president, George L. Cairo
as vice president, and Frank J. Thibodaux as
secretary treasurer, all Of whom shall hold
office until the second Monday In January,
1913, or until their successors shall have
been duly elected and qualified.
On the second Monday in January, 1913,
and annually thereafter, an election of Of
icers shall be held at the office of the
corporation under the supervision of two
commissioners appointed by the president,
after ten days prior written notice shall
have been given by the secretary treasurer
to each stakeholder, to be sent by mail,
directed to his or her last known residence
or place Of business, and the directors
then elected shall Immediately take their
seats and hold office until their successors
shall have been duly elected and qualified.
M All inr,. elections shall be BY ballot and a
each share of stock shall be entitled to one
vote. either In person or by proxy, at all
meetings Of the stockholders. All vacan-
cies occurring in said board from any
cause shall be filed by the remaining d.
rectors.
The officers of this corporation shall con-
sist Of president, vice-president secretary
treasurer, who shall be elected by and hold
office during the term of the board Of d.
rectors. This corporation shall commence
business and become going concern at
once.
ARTICLE VI.
This act of Incorporation may be
changed, modified or altered, or this cor
poration may be dissolved with the assent