The herald. [volume] (New Orleans, La.) 1905-1953, 1916-12-21
TIL E III E r A L ID
CHARTER
OF THE POWELL MOTOR CO, INC
State of louisiana Parish Of Orleans, City
Of New Orleans.

a notary public, duly commissioned ana quar-
ihed in and Tor the city and parish at"re-
said therein residing. and m the presence
lf the Witnesses hereinafter named and UNI
dcrsIgued. personally came and appeared the
several persons whose names are hercunto
subscribed, and who severally declared that
awaiting themselves OF the provisions OF The
! lawn, OF the State Of Louisiana relative to
| the formation OF corporations and more par
| ticulariy 10 Act POI Of the legislative acts
| Jf the General Assembly Of the Safe OF
| Louisiana Tor the year 1914, approved July p
| 1914. they have Covenauted and agreed, and
| do by these presents covenant and agree and
| bind themselves, A. well as such other per
| sons a. may hereinafter become associated
| with them 10 constitute and form a co-pO-
| ration am body polite in law, FOR the OBJ
| jects and purposes and under the terms, artl-
| Clcs and Supulatious following, to-wlt:
| Article The name and title of this cor
poration shall he Powell Motor Co., Inc,
! and by that corporate name, It shall have
| and enjoy succession for a period Of ninety
nine 800 years. and shall have all OF the
| authorities generally vested IN corporations
| under the law and more particularly author
| lied to contract, sue and be >ued' To- make
! and use a corporate seal; 10 make and issue
| bond, and notes to borrow and lend money;
| 10 acquire property by grant, gilt, purchase
! and 10 devise or hequeSt; to sell, mortgage,
| pledge, lease and transfer property IN any
OF It's forms; 20 employ agents, clerks or
supcrnteudcuts and other employees the
| interest pf the company may require; -
make bylaws. rules and regulations for the
/
all Of the powers granted and intended to
| be granted to corporations IN general, and
in order to carry out the objects and Vu--
poses OF its organization.
Article 1.-THE d,micilc Of th, corpora
ton shall be in the city Of New Orleans,
Parish oi Orleans. State OF Louisiana, and
all citations other legal process shall De
served upon the president, or IN his alb
Sence upon the vice-presldent.
Article III.-The objects and purposes for
| : formed
ure OF the business 10 be carried on by It
are hereby declared to be:
To buy, sell, lease. store, repair and 9th
crwiSe deal in automobiles motor trucks,
tractors and motor vehicles Of all descriptions
and their parts, equipment, accessories, sup
plies and appurtenances; TO operate gar
. | age; 10 buy and sell gasoline and all kinds
| Of oil, grease and the like; 10 manufacture
and sell automobile tops, bodies and other
automobile parts; and generally 20 do any
and all things appertaining to, growing out
| Of and relating to the nature OF the aforesaid
objects and purposes.
Article IV.-The total authorized capital
stock of the corporation is five thousand dol
lars tS5,OUC0l, divided into five hundred
500 shares OF the par value OF ten dollars
| $1,000 each OF such total authorized cap.
i'll stock, one hundred QGO shares, amount.
ing to one thousand (SlOO.OOl dollars, shall
be preferred stock, and four hundred t+yOl
shares, amounting to four thousand dollars
: 100000 shall be common stock. From time
20 time. the preferred stock and the com
l mon stock may be Increased according tc
: law and may be issued in such amounts and
proportions as shall be determined by the
hoard OF directors. and as may be permitted
| by law. The holder of the preferred stock
shall be entitled to receive when and as
4 declared from the surplus or net profits OF
the corporation, yearly dividends Al rate
5 Of seven per centum per annum and no more
. payable annually. The dividends the
preferred stock shall be cumulative. and
4 shall be payable before any dividend or
Il hal he p9il ar set ri
| SO that, II in any year dividends amount
ing to seven per cent, shall not have beer
paid thereon, the deficiency shall be paya
BILE before any dividends shall be paid upor
or set apart for the common stock. When
ever all cumulative dividends the pre-
ferred stock for all previous years shall
payable, and the accrued dividends for the
current year shall have been declared anC
the company shall have paid such cumula
tive dividends for previous years, and sucl
accrued dividends, or shall have set aside
from its surplus or net profits a sum suffi
cient for the payment thereof, the board o
directors may declare dividends the com
mon stock. payable then thereafter on
OF any remaining surplus or net profits II
the event of any liquidation or dissolution
or winding up whether voluntary invol
untary) Of the corporation, the holders o
the preferred stock shall be entitled to b.
paid in full both the par amount of thei
shares, and the unpaid dividends accrued
thereon, before any amount shall be pait
| TO the holders OF common stock, and ate
the payment TO the holders of the preferre,
stock of its par value, and the unpaid &C
crued dividends thereon, the remaining as
| sets and funds shall be divided and pai
! TO the holders of the common stock accord
\ ing to their respective shares.
The capital stock of this corporation ma
Il be increased to hundred thousand dol
lars sl00WOO0.
No transfer of stock shall be admitted O
held to be valid or binding SO far as tn
Loo 1 L
the books of the company. No sale of stoc
shall be valid unless such sale is accompa
MED by a written certificate signed by tn
2. president vice-president and secretary
r. treasurer of the company, to the effect tina
. | said stock is offered to the remaining direC
IL tors through the board of directors at il
book value for a period OF ten days and the
Il have failed or declined to purchase same.
r. Said corporation may and it hereby re
serves the right to purchase, redeem, retir
y and cancel any and all or all of the the
r. outstanding preferred stock of the corpora
n ton at any time after August Is 1917, j
| such amounts from time to time and in sue
n manner the board of directors may de-
# termine, by paying to the respective holder
= of the stock so retired, by depositing
u their order at the Office of the company,
E. sum sums equal to the par value of tn
n preferred stock retired and cancelled, u
g gether with all accumulated and unpaid div
)l idends thereon, il any. In of such d,
X. pOsit, written notice thereof shall forthwith
, be given to the respective holders of tn
III stock so retired and cancelled by mailin
a such notice to such holders at their la!
known place of abode or business, If show
n by the corporate record
Article V.-No stakeholder shall ever
III held personally liable for the faults or col
IS tracts of said corporation in any furth,
A sum than the unpaid balance due to ii
~ corporation the shares owned by hin
III nor shall any infOrmality have II
effect of rendering the charter null. or
exposing any stakeholder to any persons
liability beyond the unpaid balance due q
+ his stock.
Article VI-All the corporate powers
this corporation not reserved by law to Il
stockholders, shall be vested in and exc
N cised by a board of directors TO be cor
posed of not less than three stockholders NJ
more than FIVE, holding common stock, a m.
y jority of those elected shall constitute a gu
a. rum to transact business. The directo
: shall be elected annually by ballot by Il
lo holders of common stock, at meeting CO..
l. vened for that purpose after fifteen da,
IL written notice 10 each stakeholder mailed
4, his last address as per the books of d
II corporation. The preferred stock shall ha'
IL no voting power.
lg The directors at their first meeting and
each annual meeting shall elect from the
=, number a president a vice president, a sc
rotary and treasurer, which last two namt
IN officers, however, may be combined at q
le pleasure of the board. The annual meetii
~ for the election Of directors shall take pla
" IN the third Tuesday Of December of ca