The herald. [volume] (New Orleans, La.) 1905-1953, 1917-08-09

before me, Charles J. Rive;, a notary public,
duly commissioned and quallhcd IN and Tor
he city and parish aforesaid, therein TeSid-
ing, and IN the presence OF the witnesses
hereinafter named and underSi gned, person
ally came and appeared the several persons
whose names are hcTtuutO subscribed, and
who scve~lhy declared that ava!lIng them
selves OF the provisions OF the laws Of the
State OF Louisiana relative TO the formation
OF corporations and more particularly to Act
-o7 OF the Legislative acts OF the General
Assembly OF the State OF Louisiana for the
year 1914, approved July 9, 1914, they have
coycuanted and agreed and do by these pres
cutS covenant and agree and bind themselves,
well such other persons as may here
after become associated with them 10 con
sttute and form q corporation and body pol.
tIc in law, for the objects and purposes and
under the terms, articles and stipulatlonS
following, to-wlt:
Article The name and title OF this cor
poration shall be the "Thibaut Motor Com
pany, Inc" and by that corporate name, IT
shall have and ENJOY succession Tor period
OF ninety nine years.
Article 1.-THE domiclc Of this corporation
shall be III the City OF New Orleans, Parish
OF Orleans, State OF Louisiana.
Article lII.-'The objects and purposes Tor
which this corporation Is formed, and the
nature of the business to be carried on by
it. are hereby declared to be: To buy, sell,
lease, store, repair and otherwise deal IN
automobiles, motor trucks, tractors, and motor
their parts and accessories and appurten-
ances; to buy and sell gasoline and all kinds
Of oil, grease and the like and to engage IN
such other business or businesses as may be
necessary or incident thereto, from time
TO time may be found necessary and expe-
dent and generally to do any and all things
appertaining 10, growing out OF and relating
TO the nature OF the aforesaid objects and
purposes.
Article IV.-The total authorized capital
stock of this corporation is ten thousand dol
lars, divided into one thousand shares OF the
par value OF ten dollars each. OF such total
authorized capital stock four hundred shares,
amounting to four thousand dollars, shall be
preferred stock and six hundred shares,
amounting to six thousand dollars, shall be
common stock. The holders OF the pre-
when and as declared. from the surplus or
the net profits OF the corporation, yearly
dividends al the rate OF SIX per cent per
annum, payable annually. The dividends on
the preferred stock shall be cumulative and
shall be payable before any dividend the
common stock shall be paid or set apart, SO,
shat If in any year dividends amounting to
six per cent shall not have been paid there
on, the deficiency shall be payable before
any dividends shall be paid upon or set
apart Tor the cumulative stock. The board
Of directors is hereby authorized, whenever
they shall see mt, to declare extra dividends,
Whenever all cumulative dividends the
preferred stock for all previous years shall
have been declared, and shall have become
payable, and the accrued dividends for the
current year shall have been declared and
the company shall have paid such Cumula
tive dividends for the previous years, and
such accrued dividends, or shall have set
aside from its surplus or net profits a sum
sufficient for the payment thereof; the board
of directors may declare dividends on the
common stock, payable then or thereafter,
ont of any remaining surplus or net profits
In the event OF any liquidation or dissOlu-
ton or winding up (whether voluntary in
voluntary OF the corporation, the holders of
the preferred stock shall be entitled 10 be
paid in full both the par amount of their
shares, and the unpaid dividends accrued
thereon, before any amount shall be paid to
the holders of common stock; and after the
payment TO the holder of the preferred stock
OF its par value, and the unpaid accrued div
idends thereon, the remaining assets and
funds shall be divided and paid to the hold
ers of the common stock according to their
respective shares
Said corporation may and it hereby re-
serves the right to purchase, redeem, retire
and cancel any and all or all of the then
outstanding preferred stock of the corpora
ticn at any time, in such amounts from time
TO time and in such manner as the board of
directors may determine, by paying 20 the
respective holders of the stock so retired,
by depositing to their order at the office of
the company, a sum sums equal TO the
par value of the preferred stock so retired
and cancelled, together with all accumulated
and unpaid dividends thereon, If any. In
case Of such deposit, written notice thereof
shall forthwith be given 10 the respective
holders Of the stock so retired and cancelled
by mailing such notice to such holders at
their last known place of business, if shown
by the corporate record.
Article V.-The capital stock of this cor
poratiOn may be increased to fifty thousand
dollars (S50,OOOOO).
Article VI.-The board of directors shall
be composed of not less than three nor more
.l,o1l Ill
stock, The majority of those elected shall
constitute a quorum to transact business
The preferred stock shall have no voting
power
The directors at their first meeting ard at
each annual meeting shall elect from their
number a president, a vce-president and
secretary and treasurer, which last two
named Offices however. may be combined at
the pleasure of the board, The annual meet
ing for the election of directors shall take
place on the third Tuesday of May of each
year and until the meeting to be held in
1922, the following shall serve as directors
Of this corporation: Jame:s, ]. A. Fortier,. New
Orleans, La; James Thibaut, New Orleans,
La; J. c. Menefee, New Orleans, La.
Any vacancies occurring in said board
shall be filled from the other stockholders
for the unexpired term, by the remaining
Article VII.-The subscribers hereto have
respectively written opposite their sigma
lures their post office addresses and the
amount OF stock tor which they have sub
scrlbed and in payment of said stock, the
undersigned James Thibaut, does hereby
transfer, assign, SELL abandon, set over and
deliver untod this corporation all and sim
gular his rights, title and interest in and
to his share partner in the o-partnership
entitled Bruno & Thbaut," which said
partnership until this day was engaged in
the business of arranging for the sale of
Ford cars under contract with the Ford Com
pany A detailed itemzed description of
the property herein above transferred is here
by annexed as part hereof, together with the
assessment of said property as made by the
board OF directors of this corporation.
thus done and passed at my office in this
city OF New Orleans, on the day, month and
year hereinfrst above written in the pres
ence OF Charles A. Case and Manuel Satan,
competent witnesses, who hereunto sign their
names with said appearers and me, notary,
after due Grading of the whole
Original Signed Names of subscribers
omitted.
Witnesses: Chas. A. Case. Manuel Saizan.
CHAS. J. RIVET, Not Pub.
Recorded NJ. o. b. 1872, TO- 100.
July 3 1917
A true copy
CHAS. J. RIVET, Not Pub.
July 10 % Aug 10 q