The herald. [volume] (New Orleans, La.) 1905-1953, 1919-01-30
CHARTER
CHARTER OF SINCLAIR MOTOR COM
PANY, INC.

PANY, INC.
United States Of America, State of Louis
lana, Parish Of Orleans. City OF New Or
leans. BE il known, that on this twenty
eighth day OF the month OF December, IN
the year Of our Lord, one thousand. nine
dence Of the United States Of America, the
one hundred and forty-third Before me,
Arthur John Peters. a Notary Public, duly
commissioned and qualified, in and for the
City of New Orleans, in the Parish OF Or
leans, and State OF Louisiana, domlclled IN
the said city. Parish and State, and IN the
presence Of the witnesses hereinafter named
and underSigned; personally came and ap-
peared, the several persons whose names are
hereunto subscribed, all above the full age
Of majority, who severally declared that,
availing themselves of the provisions OF
Act No. 267 of 1914 as well as OF the gen
eral laws OF the State of Louisiana, rela
tive to the organizations of corporations, they
hereby form themselves into. and constitute
4 corporation for the objects and purposes,
and under the stpulations hereinafter set
forth.
ARTICLE 1.-The name and title of this
corporation is hereby declared to be: SIN
clair Motor Company, Inc. Its domci!e
shall be in the City OF New Orleans and It
shall have and and enjoy succession and
corporate existence by its corporate name
and after the date hereof. This corporation
shall have power and authority to contract,
sue and be sued in its corporate name; to
make and use a corporate seal; to mold. re.
ceive hire and purchase real and personal
property, and TO sell, mortgage or pledge
the same and TO borrow money and issue
bonds, notes and other obligations. All
citations or other legal process shall be
served upon the president and IN the event
of his absence or inability to act from any
cause, the same shall be served upon the
Secretary of the Corporation.
ARTICLE 1.-THE objects and purposes tor
which this corporation is established and
the nature of the business to be carried on
Nv it are to be: To manufacture, assemble,
buy, sell. export, import, repair and gen
orally deal in internal combustion engines
of any and all kinds, boats. aircrafts: auto
mobiles motor trucks motorcycles and trac-
tors, and machinery. equipment and ap-
pliance. and all apparatus, devices. materials,
supplies, parts accessories and tools, used or
useful in connection Herewith. To apply
for, obtain, register. purchase. lease or other
wise acquire, and to hold own, use. develop,
operate and introduce, and to sell. assign,
grant licenses territorial rights IN respect
to, or otherwise to turn to account or DIS
pose Of any copyrights, trade marks, trade
names, brands, labels, patent rights, letter
patent of the United States, or or any other
country or government. or inventions, I'M
provements and processes. whether used IN
connection with secured under letter pat
ent or otherwise.
ARTICLE III.-The capital stock of this
corporation is hereby fixed at the sum OF
one hundred thousand ($lO,0OWl dollars,
divided into and represented by One Thou
| sand $1,000 shares of COMMON stock of the
par value of one hundred $4,000 dollars
| each The capital stock may be increased to
| the sum of One Hundred and Fifty Thousand
| (s15C,OOOOO Dollars. Said stock shall be
paid for in installments of such amounts and
| at such times as the board of directors may
determine but any part or parcel OF said
| stock may be issued by said Board of Direc-
tors at not less than par in payment OF Ia
Dor done, services rendered or property -, &C
| tually received by said corporation. The
| said stock shall be transferable on the
books of the Corporation, subject to such
rules and regulations as the board of Di-
| rectors may adopt
| ARTICLE IV-All the corporate powers OF
| this corporation shall be vested in and ex-
ercsed by board of Seven % directors, to
| be composed of stockholders, a majority OF
| whom shall constitute quorum for the
| transaction of any business. The Board OF
| Directors shall be vested with full power and
| authority to make all contracts, purchases and
! sales. and adopt all bylaws, rules and
| regulations for the government and affairs
| Of the Company, and alter, mend and change
| the same at pleasure; appoint hire and dis
| charge, all officers, agents and employees
| fix all salaries and generally to do and per-
| form all things necessary ia the transac-
| ton Of the business and affairs of the Com.
pany. Any vacancy occurring in said Board
| shall be filled by the remaining directors
in the manner provided for in the bylaws
The first Board of Directors of this Corpo
| ration shall consist Of Alfred C. Sinclair
Dr. Frank II. Hardenstein; Francis J
Semmes; David c. Loker Van Buren, Harris
| w. l. Halsey, and Lutcher Sinclair, whC
shall hold office until the second Tuesday il
January, 1920 and until their successors are
duly elected and qualified. On the SECOND
Tuesday Of January, 1920, and annual,
thereafter, an election for directors shall b,
held at the office of the Company, unde
the supervision of two commits sioners to b,
appointed by the Board of Directors. anC
the Directors then elected, shall take thei
seats Immediately and shall hold office unit
their successors duly elected and quail
fled Each board shall elect its own officer
and shall consist of President, Vice resi
dent, Secretary and Treasurer. All corpo
rate elections shall be by ballot, and ma
, jority of the votes cast shall elect, and a
all stockholders meetings. held for any pur
pose, each share of stock shall be entitled
10 vote, either by person or by proxy
by the person in whose same is reg
stered on the books Of the Company. Writ
ten notice of stockholders meetings shall b.
given to each stakeholder by the Secretar,
at least fifteen days prior to elections BY
mailing same, postage prepaid, to his las
known address. Any Director absent from
the City of New Orleans or unable to at
tend meetings of the Board of Directors
may give his written proxy to any othe
| Director, and said proxy shall be voted il
accordance with written instructions of thu
| Director granting
| ARTICLE V-This act of incorporation
| may be changed. altered or modified or the
Corporation may be dissolved in any manner
| prescribed by law; with the consent o.
three fourths 90 of the stock present OF
| represented at general meeting of ths
| stockholders convened for that purpose aftel
thirty 900 days prior notice of such meet