The herald. [volume] (New Orleans, La.) 1905-1953, 1916-09-07

- nave power and authority to rn,tr.r, 80
, ahu oe sued; to accept and receive mortgage
= pIeuseS' OF other hypOthecations: TO make a.
D use corporate seal, and the same 70 b-e,
. inu aiter at pleasure; to purchase. receiv
; ease hoLd, or otherwise acquire and conve
. as wei as mortgage and hypotberata -
/ ITS corporate name, prope-ty ~ "hu'
. personal and mixed; 70 borrow money an
' make and issue bonds and other er,iJo'.,
VI 90, ana 10 secure the same by mortgae
! OF "'herwise; 10 name and appoint such ma
! ayers and directors, officers and agents
me interest and convenience of said corn,
> ration may require; and TO make and est5I
surS a. -, Hgm as aiter and amend at pleasur,
; HuCh bylaws, rules and regulations for N
management and regulation OF the affairs
. tHe corporation as may be necessary. prone
or convenient. f''Pe
Article .ie,, 1.-The domieile of this corpora
ana all citations or other legal process sbaI
DC served upon the president of the corDora
tdent. MS ''''"'e' upon The vice-presi
A ;I is, III.-The. objects and purposes 70
"nlSh this corporation is established and tn,
nature OF the business to be carried on bv -
Gfe declared and specified to be: TO buv sell
aedi IN lease; store and repair automobile.
sb mG motor vehlcles OF all description, anc
and appurtenanceS thereto, for its own ac
count and as agent for others: TO operat. ar
ton?biIe garages, and to manufacture auto
mobiles, automobile tops, bodies, and otbe,
automobile parts, supplies, accessories and
appurtenances. '"O
Article IV.-The capital stock of this cor.
poratLon IS hereby fixed at ten thousand
SloOoG) dollars, divided into and repre-.
scented by one hundred 400 shares of the
par value OF one hundred (slJ0OO dollars
eaeh, which shall be paid for in cash, or NAV
be issued, at not less than par, for property
| actually received or services actually rem
dered to the corporation. This capital ,torL
may be increased to the sum of one hundred
thousand dollars fslOO.OOOOO). All stock shall
be transferable only upon the books of the
! company and in accordance with its bylaws
and regulations.
Article V.-All the powers of this eo-no-a.
ton Shall be vested in and exercised bv a
board composed of not more than five CS and
not less than three 90 directors, who shall
president-treasurer and a secretary The said
board OF directors shall be elected annually
on the second Monday of each year, the first
election to be held in the year 1917 All such
elections shall be by ballot, at the Office of
the corporation. Notice of annual meetings
as we'll as Of special meetings of stockhoid.
erS' shall be given by written notice mailed
ten days IN advance of the date fixed for such
meeting, TO each stakeholder appearing as
such on the books Of the company, at his last
designated address, al the General De-
mated an address. Each shareholder is emit
tied TO one vote for each share of stock
standing in his name on the books of the
company, said vote to be cast in person or
o
shall elect. The board of directors shall
have the power to I'LL all vacancies which
may occur on the board. even though no quo
rum remain at the time such vacancies are
to be hlled. Failure to elect directors on
the day above specified shall not dissolve
the corporation, but the directors then in
office shall remain in Office until their sue.
cessors are elected. The directors NAV elect
such other officers as they deem necessary
or convenient for the carrying on of the COM
panys business, and shall have power to |
unite two or more Offices and to confer the |
same upon one person, or to dispense with |
any office in its discretion. The board of |
directors shall also have power to make and |
establish, as well as alter and amend, all |
bylaws, rules and regulations necessary and
proper for the support and management of
the affairs and business of the corporation,
and not inconsistent with its charter; pro-
vided, that the salaries of officers shall be
liked only with the consent and approval of |
eighty 5000 per cent of the stockholders.
Two ~ directors shall constitute a quorum
or the transaction of business. At any
meeting of the board of directors, any direc-
or absent from the meeting may be repre-
'ented by any other director, who may cast
he vote of the absent director according to
he written instructions of said absent direc-
or. Until the annual meeting in, 1917, the
,oard of directors shall consist of the follow
ng: John b. Ferguson, whose post-office ad-
lress is l450 State street, New Orleans, La.
'hilip f. Baugh, whose post-ofice address is
4+4 State street New Orleans, La; and Julian
Ierndon, whose post-ofice address is l444
,tate street, New Orleans, La, with Philip
J. Baugh president John B. Ferguson as
OBSERVATION-DISCLOSURES and Julian Herndon
S secretary.
e modified, changed OF amended, or this cor
Grafton may be dissolved in the manner
rovided by law, by vote of two thirds 2-O
the entire outstanding capital stock Of !
ii classes, present or represented, at gen
raj meeting Of the stockholders convened for
UGH purpose, after previous notice shall =
ave been given in the manner above re-
aired to be given 20, Of the annual meeting
,rporation may be increased or decreased
Y proceedings in accordance with the laws r
the State of Louisiana. b
Article VILE this corporation shall be !
ssolved, either by limitation or from any i
her cause, its affairs shall be liquidated by
Tree 81 commissioners, TO be appointed at +
e meeting of stockholders convened for the
irpose of liquidation, and to be elected by
parity. Said liquidators shall remain in :,
ice until the affairs of said corporation :
all have been fully settled and Equidated, (
I'd they shall have full power and authority u
ID assets of the corporation, and to distri- y
tie the proceeds. In case of the death, -
stability or resignation of one or more :;
luidators, the vacancy shall be filed by I,
e survivor or survivors. IL
Article VIII-No stakeholder shall ever be 81
Id liable or responsible for the contracts te
faults OF said corporation in any further m
m than the unpaid balance due on the D,
ares of stock owned by him, nor shall any l.
re informaity in organization have the 81
ect of rendering this charter null, or of L;
posing any stakeholder 10 any liability ar
yond the amount due on his stock. NJ
)ne-half (Il) of the authorized capital stock IN
this corporation is subscribed for at the OH
lie of the execution Of this charter Gas will ST
pear by the signatures of the subscribers
this instrument, serving as the original .
,scription list), and one half G5D OF the is
cunt subscribed for has been paid in, in otl
h, at the execution hereof. by
'hus done and passed, at my Office, in the We
y of New Orleans, on the day month and as
Ir first above written in the presence of or
ent witnesses, who have hereunto sub do
bed their names together with me, notary, to
said appearers, after due reading OF the an
ole. thu
Original signed: Names of subscribers d"
tied. 4
Witnesses: Monte NJ. Lemann St. John O Oe
ret
WATTS K. LEvERICH. Not. Pub. at
the undersigned recorder of mortgages ter
and for the parish of Orleans, State of DIRE
isiana, do hereby certify that the above ]
foregoing act OF incorporation of the fee
' Orleans Motor Company, Inc, was this Lo
duly recorded in my Office, in book l0l, abe
D -. New Orleans, August Fl, lSl6 net
(Signed) EMILE ]. LEONARD, by. r. mes
wxTsrrs K LEvERIcH. Not, Pub. me,
~ 81 sept II q Is \