The herald. [volume] (New Orleans, La.) 1905-1953, 1912-12-05

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CITY OF NEW ORLEANS.
Be it known. that on this twenty-sixth
day of the month OF October, in the year OF
our Lord one thousand nine hundred and
twelve, before me, Arthur A. Moreno, no
tary public, in and for the parish Of Or
leans, state of Louisiana, duly commissioned
and qualified, and in the presence OF the
witnesses hereinafter named and under
signed. personally came and appeared the
following persons whose names are here
unto subscribed, together with the amounts
OF their respective Subscriptions to the cap
ital stock Of the Corporation to be formed,
who severally declare that, availing them
selves Of the provisions OF the general laws
Of the state OF Louisiana relative to the or
ganization OF corporations, they have COW
enanted and agreed, and do by these pres
ents covenant and agree, and bind and OBJ
ligate themselves, as well as such other
persons as may hereafter become associated
with them, or their successors, 10 form
and constitute themselves into a corpora
ton and body polite in law, and for the
objects and purposes and under agreements
and Stipulations following, to-wit.
ARTICLE !.
The name and title OF this corporation
shall be the ]. A. Landry Motor Car Com
pany, and by that name said corporation
shall have power and authority to have and
enjoy succession for the full term Of ninety
nine years from the date hereof; to con
tract, sue and be sued; TO make and use
corporate seal; to purchase and receive
gage and hypothecate, property real, person
al and mixed; TO name and appoint such
officers and agents as the interest or said
corporation may require; and to make and
the proper management and regulation of
its affairs as may be deemed necessary, ana
the same TO change and alter at pleasure.
ARTICLE II.
The domicile of said corporation shall
be in the city OF New Orleans, state Of Lou
isiana. and all citations and other legal pro
cess shall be served upon the president OF
said corporation, and, In the case OF his alb
sence, upon the vice president, and, In case
Of the absence OF both of these officers, upon
the SECRETARY thereof.
ARTICLE III.
The objects and purposes OF this corpora
ton are, and are declared to be, to buy and
sell automobiles, all parts or things belong
ing TO or appertaining, or used FOR, or on,
or in automobiles motor cars, or motor
trucks and TO do all acts In connection with
a general automobile business; and to act
as agent for the sale and purchase OF auto
mobiles and for everything that pertains to
automobiles, and to do and engage generally
in any business, or enterprise connected with
any OF the purposes herelnabove set forth,
or contemplated by this charter.
ARTICLE ".
The capital stock OF this corporation shall
be twenty-five thousand dollars, divided into
two hundred and fifty shares of the par val
ne of one hundred dollars per share, payable
when issued In cash, or other property, or
for services rendered, or actually performed
as decided by the board OF directors, and
this corporation is to be going concern
when FIVE thousand dollars OF said stock
has been subscribed and paid for.
ARTICLE V.
No stakeholder shall ever be liable or
responsible for the Indebtedness, faults, or
defaults Of this corporation, nor shall any
mere informally in the organization OF the
corporation have any effect Of rendering the
to any liability beyond the unpaid balance,
IL any, on his stock subscription.
ARTICLE vi.
This corporation shall have all the pow
ers granted TO such corporations by lay, and
shall have the power TO contract, sue and
be sued in its corporate name, and to own,
hold, receive, loan, lease, purchase, sell and
convey or mortgage any or all Of its effects,
any and all acts or things Of any other kind,
nature or description, as may be necessary
to carry out the objects and purposes of
said business as its interests and convent
ences may require.
ARTICLE VII.
The business OF said corporation shall be
directed by and vested in a board OF direc-
tors composed OF five stockholders, a ma
for the transaction OF all business and the
said directors as first constituted shall be
]. A. Landry, J. B. Avegno. Roger J. Mon
rose. p. Jorda Kahle and Adele b. Rauch,
Tuesday in December, 1912, and on that day
and from each and every day thereafter
elections shall be held annually for direc-
tors at the principal ONCE Of the corpora
day specified shall not dissolve the corpor-
alton. but the directors in ONCE shall hold
their respective Offices until an election shall
be held after ten days notice Of the time
and place thereof given to each stakeholder.
All vacancies on the board OF directors for
whatever cause shall be filled by the re-
naming directors. and the board OF directors
as first constituted shall elect its principal
rectors thereafter shall elect its principal
officers for the term of their election, and
only stockholders shall be eligible for cleo
ton as a member Of the board of directors
ARTICLE VIII.
Whenever this corporation Is dissolved
either by limitation or for any other cause
its affairs shall be liquidated by the board
OF directors, who are hereby vested with
corporation, either separately or in a mass
and to convey full and complete title there
to, and shall have full power to do and per
form all acts necessary and proper to fully
and completely liquidate the affairs and
distribute the proceeds II any, among the
stockholders Of the said corporation to the
amount Of stock held by each.
ARTICLE TX.
This act of Incorporation may be amend
ed, altered or modified, or this corporation
dissolved by a vote of three-fourths OF the
shares of the total amount Of stock at q
meeting convened for that purpose after ter
days notice in writing mailed to the address
of each stakeholder.
Thus done and passed In my notarial Office
in the city of New Orleans, state of Louis
lana, on the day. month and year first above
written, in the presence of W. Catesby Jones
and william s. Edwards, competent wit
nesses, who have hereunto signed thes'
presents, together with the parties hereto
and me, notary, after reading OF the whole
Signed: ]. A. Landry, "A shares; Roger
J. Monrose, shares; J. Bernard Avegno,
shares; A. B. Rauch, 8 shares; P. Jords
Kahle, 1 share.
witnesses W. Catesby Jones, VIM. S
Edwards.
A. A. MORENO, Notary Public
I, the undersigned recorder of mortgage,
In and for the parish of Orleans, state o.
Louisiana, do hereby certify the above anC
foregoing act of Incorporation of the J. A
Landry Motor Car Company was this day
recorded in my office in book 1855, folio =
New Orleans, La, October %, 1912.
EMILE LEONARD, by. r.
/ certify the above and foregoing to b.
true and correct copy Of the original OF
49, " A. A. MORENO, Notary Public
oct 81 nov IA 81 % dec 5
CHARTER