The herald. [volume] (New Orleans, La.) 1905-1953, 1916-09-21
ACT or INCORPORATION


/
| leans.
! BE it known,that on this 9th day Of Sep
! TENDER, IN the year VI our Lord, one thou.
| sand nine hundred and sixteen N9l6) and Of
| the independence of the CnItel States OF
| America. the one hundred and fprty--tirSt, be.
/ fore me. Joseph Sinai, Z notary public IN
and for the Parish OF Orleans, State. Of
| Louisiana, duly commissioned and qualIt. cd,
| and IN the presence OF the witnesses here
matter named and undersigned. personally
came and appeared the several persons whose
| names are hereinafter subscribed OF full age
OF majority. who declared 10 me that, avail
| ing themselves Of the laws % this state rela-
! tive to the organization Of corporations, par
ticularly Act No. 267 OF the session OF the
| Tor the year 1914. page 52l, they have cOveu-
| au;ed and agreed, and by these presents
| they do covenant and agree for themselves
| and their successors and assigns, to form
| themselves into corporation and body
polite IN law, for the objects and purposes
and under the stipulations hereinafter set
| forth, tO-wit:
Article The name and title Of the cor
poration shall be City Sales Agency, In
| COrpurated, and under such title II shall
| have and enjoy succession and existence Tor
| period OF ninety-nine years from date
hereof; il shall have the power and authority
| to contract, and be sued, and to make
| and corporate seal, the SANE to break
| and alter at its pleasure; TO hold. 10 pun
| chase, lease, sell, mortgage or hypotheCatc
I or pledge property, real, personal or mixed,
| necessary, incidental proper for the carry
! ing on Of It's business and, 10 that end, To-
| further make and issue notes OF indebted
| ness; to name and appoint managers and
| clerks or other employees for the proper
| conduct OF IT. corporate business and to
| make and establish such rules, regulations
| and bylaws a. may be found necessary and
| desirable for the management OF the affairs
! u the corporation and, generally TO do all
and every other act. deed or thing necessary
for the complete and proper conduct and
! management of said business.
Article 1.-The domicilc OF the corpora
! go: shall be III the cI;y OF New Orleans,
! Parish OF Orleans, State OF Louisiana, where
| all citation and other legal process shall be
| served upon the president or, IN his absence.
| upon the Sccretary-treaSurer.
| Article lll.-Ghe obJet- and purposes for
which this corporation IS organized and the
I nature OF the business 10 be carried on by
II hereby declared to be as follows, to-
/ wit:
| To manufacture, buy, sell. import, export
| and generally deal in all kinds Of vehicles
engines, machines or appliances for the gen
| Grafton Of steam, electric, gasoline or other
| power tor the purpose OF pTopellIng cars,
| carriages, wagons, trucks and vehicles OF
| every kind, character and description; and
| also to manufacture, buy, sell, import, export
| and generally deal in machinery OF all kinds
| and 10 deal in supplies and such mechanical
devices, and engineering appliances as are
| generally manufactured, bought, sold, i'm
| ported, exported and dealt in by manufac-
turers ard dealers in sinnIar line Of bust
| ness
| Article ~ - ne Capital STOCK OF MS cor
| poration Is hereby fixed at the sum Of five
! thousand (SSWOOO dollars, divided into one
! hundred UOW shares al par value OF fifty
| lS5OOO) dollars ecah, to he paid for IN cash
| or its equivalent in property. No certificate
| of stock shall be delivered or issued unless
| II IS fully paid for, or Tor property pur-
| chased or leased, no stakeholder shall ever
! be held liable or responsible for the faults,
| contracts debts of this corporation in any
| further sum than the unpaid balance due the
| corporation the shares of stock subscribed
| for by him; nor shall any mere iniormality
| in the organization have the effect of render
| ing this charter null or of exposing a share
! holder to any liability whatsoever, other than
| above; nor shall the stock be subject to as
| sessmentS. The. corporation shall begin TO
| do business and TO be a going concern as
| soon two thousand, five hundred (S2,SO00))
| dollars of the capital STOCK has been sub
scribed and paid for.
| Article N.-AN the corporate powers OF this
corporation shall be vested in and exercised
| by a board of directors to be composed OF
three 90 stockholders, two of whom shall
constitute quorum for the transaction OF
| the business OF the corporation.
| Until the first Monday of October, 1917,
| the following named persons shall constitute
the board Of directors Of this corporation, to-
Wit: Benjamin Dreyfus, alex F. Dreyfus
Thereafter the directors shall be elected
annually on the first Monday Of October OF
each year All elections for directors shall
be by ballot and each stocKhOlder shall be
entitled 20 one vote for each share of stock
standing in his name OH the books OF the
| corporation, this vote to be cast in person OF
by proxy, and it shall require majority, OF
| stock present or represented to elect. The
failure to elect the board Of directors on the
first Monday of October r,I each and every
succeeding year shall not work the forfeiture
| of this charter, but the old board OF directors
! shall remain in office until their successors
have been elected and have qualified.
Article VI.-The board Of directors shall
hold regular meetings at stated intervals al
| et,rh ttVNa oil hA t1~a hN- he hN--l aytG
| of this corporation. These meetings shall be
held at the domicile of the corporation, but
| the president may call special meetings OF
the board of directors at such times as he
may deem advisable or when requested to dc
50 by any two members OF the board of di-
rectors. Three days notice of such special
meetings shall be given in writing TO the
directors unless waiver Of notice is signed
by the directors. Any vacancy occurring
on the board either from death, resignation
or otherwise, shall be FLEA by the board OF
| directors. The first board of directors of this
corporation shall be required to draft suit
able bylaws for the government and man
agement Of this corporation, which may he
altered, amended or changed as the exigen'
cies of the same may require.
Article VII.-The officers Of this corpora
tion shall consist of a president and a sec
retary-treasurer, all OF whom shall be stock
holders and members ., the board OF d.
elected the first Monday of October, 1917
shall otherwise elect, the following named
persons shall constitute the officers OF this
corporations: Benjamin Dreyfus, president
whose address is H05 Slare street, New Or
leans, La; Alex +. Dreyfus, secretary treas
urer, l70S State street, New Orleans, La, and
Moses Beer, l6lS DufOssat street, New Or
| leans, La.
Article VIII.-This charter may be modi
fed, altered or amended, the capital stock
thereof increased or decreased or the cor
poration may be dissolved with the assent
of three-fourths of the stock present or rep
resented at a general or special meeting o
the stockholders held for such purpose, after
thirty 800 days prior notice in writing tC
each stakeholder, or mailed to him at his
last known post office address and after pub
LEGATION in a daily newspaper published in the
city of New Orleans, and upon complying
with the law in such cases made and pro
vided.
At the expiration of this charter or tn,
earlier dissolution of this corporation, Its
affairs shall be liquidated by two commits
siouers TO be elected by the stockholders
all Of whom shall holo stock in said com
pany, and said commissioners are hereby
vested with full power and authority to sell
any and all assets and property, real, per
convey full and complete title thereto ant
to do and perform all acts essential to a full
and complete liquidation of this corporation
and to distribute the proceeds, If any, a:
directed by a special meeting OF the stock
holders of the corporation convened for tht
purpose after due notice as provided fo
herein.
In the event of the death, resignation o.
inability to serve Of more of the com
missioners, the survivor shall continue TO &C
and be likewise vested with all the powers