The herald. [volume] (New Orleans, La.) 1905-1953, 1912-07-11

nubIic. duly commissioned and qualified in
and for the Parish Of Orleans, state OF
Louisiana, and in the presence OF the VIII
nesSes hereinafter named and undersigned,
personally came and appeared the persons
whose names are hereuntO subscribed, all
above the full age Of majority. who sever
ally declared that, ayailing themselves OF
Act IS of 1904. as well as the General Laws
Of the State of Louisiana relative 10 the
orga nizatiOn Of corporations, they hereby
form themselves into and constitute cor
pOration for the objects and purposes and
under the stipulations hereinafter set forth.
ARTICLE l.
The name and title of the corporation
hereby formed is declared 10 be the Auto
mobile Maintenance Company; Its domi-
ellie shall be in the city of New Orleans,
State of Louisiana. and it shall have and
enjoy succession by its corporate name for
a period of ninety nine years from the date
hereof.
This corporation shall have power and
authority to contract. sue and be- sued in
its corporate name: to make and use "A
corporate seal TO hold. receive, hire and
purchase real and personal property and
TO sell, mortgage or pledge the same, and
TO borrow money and issue bonds, notes
and other obligations.
All citations or 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
on the secretary-treasurer.
ARTICLE H.
corporation is organized and the nature
of the business to be carried on by 1t are
hereby declalreld to be:
To operate automobile garages, to buy
and sell and otherwise acquire automobiles
and automobile supplies. to repair and to
build automobiles and automobile trucks and
generally to do any and all business con
nected Herewith or incident thereto.
ARTICLE III.
The capital stock of this corporation is
hereby liked at the sum of twenty-five thou
sand dollars tS25.OOO.OOD, divided into and
represented by two thousand five hundred
t2,JOOD shares of the par value Of ten dol
lars $4,000 each.
Said stock shall be paid for in cash, its
equivalent or for services rendered as called
for by the board of directors. This corpor-
alton shall commence business when three
thousand dollars tS3,0O0D shall have been
subscribed. No sale or transfer Of stock
shall be valid and binding on this corpora
ton unless made on the books Of the com
pany.
ARTICLE "
All corporate powers of this corpora ton
shall be vested in and exercised by a board
of directors of not less than three CD
quorum for the transaction of all bust
ness. The board of directors shall be- vested
with full power and authority to make all
contracts. purchases and sales, and adopt
all bylaws, rules and regulations for gov
eminent of the business of the company,
and alter, amend and change the same at
pleasure: appoint. hire and discharge all
officers, agents and employees. fix all sala-
ries. and generally do and perform all things
necessary for the transaction of the bust
ness of the company, provided that the said
board may delegate any of its powers and
authority TO any one Of the officers of the
corporation,
Any vacancy occurring in the said board
shall he filled by the remaining directors.
The directors shall he elected annually by
ballot by the stockholders on the first Mon
day of July in each year beginning on the
first Monday of July. 1914, and a majority
Of votes cast shall elect, and at all stock
holders meetings held for any purpose,
each share Of stock shall be entitled TO one
vote. either in person or by written proxy
by the person in whose name same Is reg
iStered on the books Of the company
Written notice Of stockholders meeting
shall be given to each stakeholder by the
secretary at least ten days prior TO the
election. by mailing same to his last known
postOffice address
The first board of directors of this cor
p0ratiOn shall be Joseph l.. Bair. James T..
Strawbridge and Joseph Raynaud. with said
Joseph Raynaud as president, Joseph L.
Bair, vice-president and James +. Straw
bridge; secretary treasurer Said directors
and officers shall hold their offices until the
first Monday of July. 1914, or until their
successors are elected and have qualified
ARTICLE V.
Should any stakeholder desire to sell his
stock, he shall first offer the same to the
stockholders of this corporation through its
hoard Of directors and any stakeholder shall
have the right TO purchase the same at its
book value at the time of the Offering OF
within seventy-two hours (72) thereafter
Should said stockholders or any one o,
them after seventy-two (72) hours fail OF
refuse to purchase the stock offered such
stock may then be sold to any one desiring
TO purchase same
ARTICLE VI.
This act of Incorporation may be changed
altered or modified, or this corporation dis
hn AfN l,A. g.. -.
the stock present or represented at a gen
eral meeting Of the stockholders convened
Tor that purpose, after thirty days prior no
tice OF such meeting shall have been given
by publication of one of the daily news
papers published in the City of New Or.
leans. Whenever this corporation Is dis
solved, either by limitation of its charter
or from any cause, its affairs shall be liqui
dated by three commissioners to be appoint
ed from among the stockholders at a meet
Ing OF the stockholders convened for that
purpose, after thirty days prior notice shall
nave been given by the secretary to each
stOckholder. Said commissioners shall re
main In office until the Affairs of said cor
poration shall have been fully liQuidated In
case OF death of any commissioner, the sur
vivors shall continue to act
ARTICLE VII
NO stockholder of this corporation shall
ever be held liable or responsible for the
contracts or faults thereof in any further
sum than the unpaid balance due TO the
nor shall any mere infOrmality In Organiza-
tlOn nave the effect Of rendering the char
Ter null, nor OF exposing a stakeholder to
any liability beyond the amount of his stock
Thus done and passed in my Office at the
city OF New Orleans. on the day, month and
year, herein first above written, In the prps
ence OF Logs Charbonnet and Harry Nc.
Gehee, competent witnesses. Who hereunto
signed their names with the said appear
whole. VI ~.
Signed ]. Raynaud. shares J. L. Bair,
100 shares; ]. r. Strawbridge. 5 shares.
witnesses: Harry McGehee, Logs Char.
WM. r. KER, N. p.
1, the undersigned recorder of mortga ges.
IN ana Tor the parish Of Orleans. state of
LOUISIANA, do hereby certify that the above
ana foregoing act of incorporation of the
automobile ,l Maintenance Co. was this day
u 9 recorded In my Office in book 1865, TO.
no 2ol. New Orleans, June 10. 1912
EMILE LEONARD by. Clerk.
A true copy.
july III IS % aug Is 70