The herald., 1917-11-22

and Tor the Parish Of Orleans, State OF Lou
isiana, duly commissioned and qualified, and
IN the presence Of the witnesses hereinafter
named and undersigned: Personally came
and appeared:
The several persons whose names are here
unto subscribed, all above the full age of
majority, who severally declared that, avail
ing themselves of the laws of the State of
Louisiana, and especially the laws relative
to the organization OF corporations, they have
cOvenanted and agreed to bind, form and
constitute themselves, as we'll as all such
other persons may hereafter Join or be-
come associated with them, into a corpora
ton and body polite in law, for the objects
and purposes and under the articles, agree.
ments and stipulatons following, to-wit:
Article 1.-The name, style and title OF
this corporation shall be Edwards Motor
Co; Inc, and, under that name; it shall have
and enjoy all the rights, advantages and
privileges granted by law TO corporations,
and shall exist for the full term and period
Of ninety-nlne (99) years from this day. It
shall have power, to contract, sue and be
sued; to make and use a corporate seal, and
the same 20 alter and break at pleasure; TO
hold, receive, lease, purchase, sell and con-
vey, as well as mortgage, hypothecate and
corporeal and incorporeal; to name and ap-
point such managers, directors, officers,
agents and other employees as its interest
and convenience may require, and to make
from time to time, such bylaws, rules and
regulations as may be necessary and expe-
dent for the proper management and gov.
eminent Of the affairs of said corporation.
Article 1.-THE donicile of this corpora.
ton is hereby fixed in the City of New Or
leans, State of Louisiana, and all citation or
other legal process shall be served upon the
President of said corporation, or, in his abb
sence, upon its Secretary-Treasurer.
Article 1II-The objects and purposes of
this corporation, and the nature OF the bus
mess to be carried on by it are hereby de.
clared to be:
To buy, sell, repair, and generally deal in
automobiles, automobile trucks, and other
otor-driven vehicles and bicycles and au-
tomobile and bicycle supplies and all other
business incidental to the retail and whole
sale automobile, automobile truck, and bi-
cycle business; to promote and assist fin.
dncialIy any person, firm or corporation en-.
gagged IN the business of selling automo-
bIles, automobile trucks and other motor
driven vehicles at retail wholesale; to
accept in pledge automobiles, automobile
trucks, or other motor-driven vehicles for
any money lent on the security thereof, and
10. keep and store said automobiles, automo-
bile trucks, and other motor driven vehicle
pending their redemption; with the right and
power to do any and all things necessary or
connected with, or in any manner incidental
or Complementary to the objects and pur.
poses therein set forth.
Article IV.-The capital stock of this cor
poratIon is hereby hxed at the of ten
into and represented by one hundred QOO)
shares, in the sum of one hundred (SlOOOO
dollars, each. The capital stock of this cor
PoratloI may be increased to the sum of one
hundred thousand (slOO,OOOOO) dollars.
Article N.-All the corporate powers of said
corporation shall be exercised by a Board
OF Directors, consisting of not less than
Three, and not more than Five Stockholders
majority of whom shall constitute ouo,
rum for the transaction of business The
Board Of Directors shall elect annually from
their number President, Vice-President and
Secretary Treasurer.
The first Board of Directors shall consist
OF three stockholders, and shall be composed
Of John X Edwards, George H. Edwards and
Edwin W. Edwards, with John X. Edwards,
President, and George H Edwards, as Sec
retary-Treasurer.
The post office addresses of said directors
are as follows:
John X Edwards, 1901 Canal Street. New
Orleans, La; George H. Edwards, p o. Box
III, Bay St Louis, Miss; Edwin w Edwards,
P. o. Box III, Gulfport, Miss.
These directors and officers shall serve
until the second Wednesday of September,
1918, or until their successors have been duly
elected and qualified The annual meeting
81 stockholders for the election of directors
September of each year, unless said day be
legal holiday, and then on the next bank
day thereafter. Each subscriber hereto sets
after his name his post Office address and a
which he agrees to take in the corporation.
Article Win the event of the liquidation
or dissolution of this corporation, the stock.
holders shall elect two liquidators from among
their number, at a meeting convened for
that purpose, after ten days written notice
sent to each stakeholder by mail, to his
last known address; said liquidators shall
have the authority to wind up the business
and affairs Of this corporation.
In case of death Of either of said liqui.
dators, the survivor shall appoint stock
holder as successor to him.
Article V1I-This charter may be nodi-
changed
may be dissolved, with the assent OF stock
holders owning two-thirds Of the entire cap
ital stock, at general meeting of the
stockholders convened for such purpose, after
ten days written notice shall have been
given to each stakeholder, mailed to him at
his last known address.
Article WILING subscriber for stock shall
ever be held liable for the contracts, faults
or debts of said corporation in any further
sum than the unpaid balance, il any, due
the corporation on the stock for which he
has subscribed; nor shall any stakeholder
ever be held liable for such contracts, faults
or debts in any further sum than the I'M
paid balance, il any, on the stock owned by
him; nor shall any mere informality in or
charter null. or rendering any subscriber
liable beyond the unpaid amount, il any,
remaining due on his stock.
Article lX.-This corporation is organized
and especially Act No. 267 Of 1914, and the
subscribers hereto, for themselves and said
corporation, and for its officers, directors and
stockholders, hereby accept, as part of this
charter, and as conditions Of this corpora
ton, all the rights, powers, privileges and
immunities granted to corporations, and
granted to and conferred upon officers, direc.
tors and stockholders of corporations by said
laws and said act: such acceptance being as
full, complete and binding as il said rights,
powers, privileges, and immunities were set
forth at full length in this instrument
Article X.-The subscription of thirty three
(33) shares each, of the said George H. Ed
wards and Edwin w. Edwards to the cap
ital stock of this corporation, has been paid
for by them by the transfer to the cor
poration of the real property, described
erty is now appraised by the Board of
Directors of this cororatipon at the
sum of nine thousand and sixty.six and
60 2-3-l00 (S9,06666 2-3) dollars; all as will
more fully appear by reference to the act Of
| sale, transferring said property to the cor
poration, passed before the undersigned no.
tary, this day; and the subscription Of thirty
four $50 shares of the said John X Edwards,
to the capital stock of this corporation has
delivery to this corporation of the movable
property described in the said attached in
| ventory; which property is now appraised by
the Board of Directors of this corporation
at three thousand, four hundred CS3,4900O)
dollars. The inventory herein referred TO
contains an accurate, detailed and itemized
description of the property to be transferred,
as aforesaid, and is annexed hereto as part
hereof, and is paraphed me Varietur' by
the undersigned notary, for Identification
herewith.
Thus done and passed, in my notariai Of
Gee, in the city Of New Orleans aforesaid,
in the presence of George III Terriberry and