The herald. [volume] (New Orleans, La.) 1905-1953, 1914-07-02
". CAIESBN JONES,
VA :. EDWARDS.
CHARTER OF THE
SOUTHERN MOTOR CAR COMPANY

IhARlEK Or lhE
SOUTHERN MOTOR CAR COMPANY.
/ United States uf America. State OF Louisiana.
Parish Of Orleans
/ Be lr known, That on this 18th day % June.
I l"l+ wr, fhe undersigned several persons OF
lawful axe. and each residing m the city o.
/ New Orleans, La, ayEI,luC ourselves Of The
! general laws Of the State OF louisiana ana
especially # acr No. - Of 1914. d. HEREBY
/ form ourselves into a corporation and body
polite for the objects and under the s,ipu,l-
/ u0r- following. r0-wIt:
/ Article l.-.Ihs name and title of this cor
r,rar'ou shall pc SOUTHERN MOTOR CAR
/ COMPANY. with ITS domiciIc in the city Of
New Orleans. Ia.
| Article II.-Ihr purposes and objects Of
| the SAID corporation are hereby declared IN
| be To engage IN an automobile car aVcnC-
and garage. To- bay. sell. rent hire repair
! Hrt StoT, automobiles and other m0rOr-drivca
| vehicles. and all accessories thereto: and gen
| tent 10 properly conduct the business Of THIS
Aruclr TIT-This corporation shall exist for
q period Of ninety years from and after
| The dt,, hereof, uuIc,, sooner dissolved IN
| the manner hereinafter provided.
The corporation shall have and cujpy al
rights, privileges and lmmu'''i-> granted by
0a" Goo corporations, and under Its corporate
name rt >Gal! have power and authority 10
contract. sue and be sued: 10 make lani Use
o. corporate seal and the same to. change,
alter or destroy AZ pleasure. but thr failure
TO have j seal shall not IuyalIdair auy "a,
the acts or proceedings Of thIS COS puratlun,
:" hold, receive, purchase, hypoihvctt-, con
NgN. sell, least. or pledge real and prrsruai
property; TO- issue negotiable bonds AMI uut,s
or other evidences OF debt; 10 have and cn.-
p'"y such managers, directors, Offices and
agents and other employees its inicrtNt.
may require. and TO make and establish such
bylaws, rules and regulations for the proper
management and control of the affairs oi the
said corporation As may he necessary aud
proper and the same 10 alter and amend a,
pleasure.
All citation and other process shall ~
served on tie president, and IN his AZ
Ncucc on the yICc-prCsidcut, and IN n" d',-
Ncucc OF both ON the secrerary-rreasw--
Article lN.-Ihe capital stock OF this COR
porati3n Is hereby fixed at twenty-five thou
sand dollars tS-5,WUl, divided into and repre-
| scntcd by two hundred and fifty (25UD sharc>
! OF the par value OF one hundred dollar, .SlbU
each.
The corporation shall become a going con.
Germ and shall he authorized to commence
business as soon three thousand dollars
iSS""i OF It's capital stock shall nave bee
subscribed for; the remaining shares OF stock
shall be issued by the board OF directors
when and As they deem ht and proper.
All shares Of stock shall be paid for il cash
Or ITS equivalent, and must be fully paid be
Tore the issuance OF the certificate thereof and
shall be worcestershire. Said stock shall I've
represented by stock certificates transfer.
able only on the books Of the company on
|, the surrender OF the outstanding rertrtCatc>
or proof Of loss thereof and under such rules
and regulations as the board Of directors NAV
provide.
Inc general provision Tor the trausICrauCe
OF stock IS that II must be first offered in
writing, and At its book value, To- the board
Of directors OF the company, who shall have
the option OF purchasing same at thc bool;
value at the time said stock Is offered for
sale; and should the directors fail I, max.
the purchase of said stock within thirty dav,
from the time OF offer, then the holder and
owner of the stock may dispose Of u in the
open market But the incorporators hc.eTy
specially agree that the stock herc,n sub
.crhed tor by them shall not be sold or
transferred to anyone other than % one OF
more OF the incorporators without the cOnsen-
OF majority of the InCorpOratorS who are
still stockholders al the time of the trans
ferance OF the stock.
The said capital stock may be inrreaScl o.
diminished by proceedings taken in accord
ancc with the laws of the State of Louisiana.
Article N.-All the corporate powers OF TIN
corporation shall be vested in and exercised
by board of three directors, each Of whom
shall own at least share of the corpora
ton. Said directors shall be elected by ballc-
at the annual meeting OF the stockholders OF
the company, which annual meeting shall be
held on the third Tuesday of January in eaCn
year; at which meeting each stakeholder shall
have the right in person or by proxy to cast
one vote on each share of stock owned by him.
Three members OF the board of directors shall
constitute a quorum. Said board shall have
power to I'LL all vacancies in the board. ara
all officers and directors shall hold and con
iinue IN office until their successors snail
have been elected and qualified The aunual
meeting of the stockholders shall be preceded
by ten days notice mailed to the last known
address of each stakeholder, notifying him
OF the time and place of meeting. The said
board shall exercise all the powers ui this
corporation, or may delegate the same n one
or more officers at its pleasure; make such by
laws, rules and regulations as they may think
proper for the transaction of the business and
affairs Of said corporation, and change alter
and amend at pleasure; appoint and TX the
salaries of all officers, clerks and EMPLOYEES
not herein mentioned, the same to change or
dismiss at pleasure; fix the salaries Of the
officers provided for herein; and to do all
things which may be necessary in the man
agement of said business and permitted by
the laws applicable TO corporations.
A failure to elect directors the date
poration, but the then existing board of di-
rectors shall continue TO hold their Offices
and another election shall be held soon
thereafter as practicable at time to be
whereof ten days notice shall be given IN
the manner above provided
Any director may at any time give his
proxy or power of attorney in writing to
any other stakeholder or any other member
of the board of directors to represent him at
any or all meetings of the board of directors, |
respect count for all purposes if said d- |
rector were personally present.
The officers of this corporation shall be a |
president, a vice.president and a. secretary |
treasurer. Orren /. Pugh, as president: China |
Il. Gamlln, as vice-president, and Frank Il. |
Gilmer shall constitute the first board of di- |
rectOrs, and they shall hold office until their !
successors are elected and qualified; each |
subsequent board shall take their seats imme |
diaely following their election, or as soon
practicable, and shall hold |
their offices until their successors shall have |
been elected and qualified
Miss Mary +. Mellady, femme sole, shall |
be secretary-treasurer, and shall hold office |
until her successor is elected and qualified
Article Vino stakeholder shall ever Ne |
held liable or responsible for the contracts
or any liabilities Of this corporation in any |
further than the unpaid balance due the ]