The herald. [volume] (New Orleans, La.) 1905-1953, 1917-05-31

board Of director, composed of three 81
stockholders, each Of whom shall own n
his own right At all times during the term
Of his Office, a. least full paid and un-
lpleiged share OF the capital stock 0: this
corporation, which fact shall be shown BY
| written declaration; two Of the sad number
lshau constitute quorum FOX the trarsac-
NON Of business and The said directors shall
! 5c elected annually on the last day OF JuIy
! Of each year except when said day shall
/ iau upon sunday when X shall be held on
| the Saturday preceding. The directors 50
! elected shall hold oiiIce tor the term Of one
! year. or uuI their successors shall be
! elected and qualified as such, and they shall
| have such powers as are vested IN them by
/ the laws of the State OF Louisiana, and par
! tIculaTly by Act Ib7 OF the General Assembly
Of the State Tor the wear 1914, and exercise
| the duties and functions which are usually
| exercised by such bodies.
Each stockhoider OF record On the books
I Of the SAID corporation shall be entitled %
| cast at the annual, or a; any special stock
| holders meeting vote for each share OF
| stock held by HIM, either IN person or by
proxy, and majority OF votes cast al such
! meeting shall elect or decide any question
! before It, except herein otherwise p-o-
| vded.
Al meetings Of the directors or stock,
1 holders shall be held az the domIcIlc OF the
sorporarog' provided that with ne written
| consent OF all the directors a valid meeting
! OF the directors may be held outside OF
! ihc State, or within thc State elsewhere than
~ rs said domtcile. All meetings OF stock.
! nb.lctS Slall De NcAl aItCT NDtlCc lnrL col
mas been delivered either personally or BY
| placing N the postOffce, properly addressed
| 20 each stockholder at his last known place
# rcsI dence, al least fifteen days PRIOR 10
! the date Of said meeting. Al least Two =
| days before such meeting a complete list
! II stockholders entitled to vote, al such
| meeting, shall be open to inspection by the
! Stockholders al the place OF SAID meeting.
! Any vacancies occurring for any cause, IN
| the board Of directors, between the anuua.
meetings herein provided for, shall ne filled
| by the remaining members OF the board OF
The board u directors shall have power
| and authority % select from their number
| president, vlce-pTe'ident, secretary treas
| officers. They may further appoint such
officers employees, ~ The judgment
| OF the said board may be necessary %
properly carry on the business Of the said
! corporation. The duties Of such officers shall
| be such usually pertain TO the poslt,os
- which they are elected, or may be PIE
vided Tor BY the bylaws. The hrst board
II directors Of this corporation, who Shall
hold Office until the last day OF July, 1918
or until their successors are appointed and
qualified, are follows: Harold A BreS
New Orleans, Louisiana; Arthur b. LscOur,
New Orleans. Louisiana, and Edward s
, B-es. New Orleans. Louisiana.
Article NI-The officers Of this corpora
non shall be pres dent, wee siden':
process shall be served upon the president,
N his absence upon the vice president, upon
III, absence upon the secretary. al the domi-
Gle OF the said corporation; n the absence
OF all OF the said officers, the law directs.
The presiden; shall preside at all meetings
Of the stockholders and directors, and IS
authorized 10 call meeting OF the board OF
directors when he may deem II necessary
Tor the good OF the corporation. In the
absence 81 the president the vice presiden;
shall have authority 20 act IN mis- stead. 70
call the said meetings and preside thcreat.
The secretary shall keep complete record
M a roc CS AZ - Of -
weetIng and shall also be secretary OF all
meetings OF the stockholders, and shall keep
complete set of books and records OF al!
transactions OF the corporation, and all pro
seedlings OF both board OF directors and
stockholders meetings.
The president, vice president, secretary
form all duties tina; pertain to such Offices
and such other powers as may be vested
in them by the board OF directors. Failure
to elect officers. at any time, Shall not dis
Gers shall hold their Office and exercise their
powers until their successors are eletoed
and qualified The officers OF this CORPORA
ton for the FIRST year thar IS, until the last
president, Arthur b. Lacour, vice president,
Edward s Bres. secretary-treasurer.
Article NII-The capital stock OF this cor
poration may be increased 70 such an amount
as may be deemed necessary by the stock
holders. 10 cary on the business, providing
said increase shall be made by not less
than three fourths of all outstanding stock.
and providing further that notice OF any such
meeting 10 increase the capital stock, or
decrease the same, in accordance with law,
shall be given as provided by law. This
charter may be amended or altered in any
respect by complying with the laws Of the
State relative TO the amendment OF char
tiers or corporations.
Article NItI.--This corporation may be
dissolved either by limitation, otherwise,
and when dissolved, its affairs shall be
iiquldated by TWO commissioners elected from
among the stockholders. which lquidatorS
shall, ii required by the holders OF not les.
stock, furnish bond not greater than the
appraised value of the assets. Said liqui-
dators shall remain in office until the al
fairs of the corporation shall be fully set.
tied and liquidated, with full power and
authority TO do any and all things neces-
Sary or proper or conferred by law, TO wind
event Of the death or resignation OF either
OF the lquidators, the survivor shall con-
tinue 10 act
Article IX.-No s,ockhoder shall ever be
held liable or responsible for the faults OF
contracts OF this corporation for any further
sum than the unpaid balance, if any, due
upon the stock subscribed or owned by him, |
nor shall any mere informality OF the organ
lzdtiou hereof have the effect OF rendering |
this charter NULL or OF exposing any stock |
holder to any liability beyond the unpaid !
balance, II any, on his stock subscription. |
Thus done and passed at my Office in the |
City of New Orleans. Orleans parish. Lou |
Islana, in the presence OF me, notary, and |
the undersigned competent Witnesses the |
day and date first above written.
Original signed: Harold A. Bres. OF New |
Orleans, La, IS shares, $4,000; Arthur Il. |
LaCour, of New Orleans. La, / share, 500; |
Edw. s. Bres OF New Orleans, La, l share, |
$1,000
Witnesses: Roy Bryant. J. C. Menefee
JAMES J. A. FORTIER. Notary Public. |
I hereby certify the foregoing to be a true |
and correct copy of the original Act of |
Incorporation of the Bres Motor Co, Inc.
file in my Office
JAMES j. A. FORTIER, Notary Public.
New Orleans. La, April 7, 1917. |
State of Louisiana, Parish of Orleans.
We, the undersigned directors of the Bres |
Motor Company, Inc, hereby appraise at the |
the hereinafter described property owned by |
Harold A. Bres, which he has this day |
transferred TO the said Bres Motor Company, |
Inc, by act passed before James J. A. |
Fortier, notary public, in consideration OF
the issuance TO him of forty-fve shares of |
the capital stock of the Bres Motor Com |
pany, Inc, TO the value of forty-hve hundred
dollars (s4SO0OO)
All the said Harold A. Bres' right. title |
With the Ford Metor Company acquired BY
him from the said Ford Motor Company in
April, 1917, whereby the said Bre. va.
given the agency for Ford cars, with head. |
quarters in Ham4ond La.
ARTHUR B LACOUR,
EDW. s BRES
The above shall be read in connection with |
the Articles OF Incorporation of Bres Motor
Co., Inc.
JAMES J. A. FORTIER, Net. Pub.
may 10 II "A 81 june