The herald. [volume] (New Orleans, La.) 1905-1953, 1919-09-11

United states OF America, state of Louis
lana, Parish of Orleans, City of
New Orleans.
BE it known, that on this thirtieth day
of the month of July, in the year one
thousand, nine hundred and nineteen, be
fore me, Robert LeEier, a notary public,
duly commissioned and qualified in and
for the Parish of Orleans, State of Lou
iSiana, aforesaid, therein residing, and
in the presence of the witnesses herein
after named and undersigned, personally
came and appeared the persons whose
names are hereuuto subscribed, who de
clarcd that availing themselves OF the
provisions of the laws of the State of
Louisiana, and particularly Act No. 26l
of the General Assembly of the State OF
Louisiana for the year 1914, they have
cOvenanted and agreed and do, by these
presents, covenant, agree, bind, form ana
constitute themselves, as well as such
other persons as may hereafter join or
become associated with them into cor
pOratiOn and body polite i'll law, for
the objects and purposes and under the
agreements and stipulationS following, TO
wit:
Article 1.-The name and style of this
| cOrporatiOn shall be the Raleigh Motor
Company, Incorporated, and under that
name it shall have and enjoy all of the
rights, advantages and privileges grant
ed by law to corporations; it shall exist
for period of ninety nine years from
authority to sue and be sued in its cor
pOrate name; to make and use cor
pOrate seal and the same to break or
! alter at pleasure; to hold, receive, pur-
| chase, convey, mortgage and hypothe-
cate property, real, personal and mixed :;
| to issue bonds, notes and other obliga-
| tons; to have and employ such mana
gers, officers, directors and other employ
eeS or agents as the interest and conve-
nience of the corporation may require
| n demand
such bylaws, rules and regulations for
the corporate management and control of
| its business and affairs as may be deem
ed necessary and eXpedient.
| Article 1.-THE domicile of the said
corporation shall be in the City of New
! Orleans, State of Louisiana, but it may
establish and maintain offices and aSen-
cies throughout the United States of
America and foreign countries. All cita-
| tons and other legal process shall be
served on the president and in his alb
sence on the vice president of the said
| corporation. In the absence of the pres
ident and vice president, then said pro-
cess shall be served on the secretary of
| the said corporation.
Article III-The objects and purposes
| for which this corporation is organized
and the nature of the business to be car
ried on by it are hereby declared to be:
to deal i'll, buy, SELL at wholesale or
retail for its own account or for the
| account of others, or as agent, broker,
| or intermediary, automobiles and all
kinds of rolling stock, and all parts and
| accessories thereof, and in fact any and
| all kinds of merchandise, and generally,
to do and engage in any other business,
undertaking or enterprise connected with,
| growing out of incidental or germane
to any of the objects and purpose here
! inabOve set forth or contemplated by
| this charter.
Article IV-The capital stock of this
corporation is hereby fixed at the sum
of twenty-five thousand ($25, OOOOOO) dol
lars, divided into two hundEsd and fifty
| t2JO) shares of the par value of one
hundred (S1000O dollars each, which
shall be paid for in cash on the call Of
the board of directors, or may be is
sued at not less than par for property
purchased by or services actually rem
dered to the corporation.
The capital stock of this corporation
may be increased to a sum not exceed
ing two hundred and fifty thousand $780,
100000 dollars.
All shares of stock shall be full paid
and non asSeSsable. No transfer of stock
shall be binding upon the corporation
unless made upon its books and all GER
tificate of stock shall be signed by such
officers as may be designated by tho
board of directors.
No stockholders shall sell or in any
pOratiOn, without having first offered the
same to the corporation in writing
through its board of directors, and said
board of directors shall have the right
and option to purchase the stock so Of
fered within thirty days, at the book
value as established by the last inven-
tory.
! Article V-All the corporate powers of
this company shall be vested in and the
oCrpyn ant Of hr,r
and affairs shall be exercised by board
of directors composed of five stOckhOId-
| erS, which number may be increased to
not more than fifteen, at the discretion
of the board of directors. \ majority OF
| the directors shall constitute a quorum
for the transaction of all business. The
directors shall be elected annually by
ballot of the stockholders on the second
Monday in July of each year. All cleo
| lions shall be held under such rules
| by the board of directors, but after at
| least fifteen days notice thereof shall
have been given to each stakeholder, by
notice thereof delivered personally TO
each stakeholder, or by depOsiting in the
post office properly addressed, a notice
! to each stakeholder. The directors thus
elected shall continue in office for one
year or until their successors shall have
been duly elected and qualified. All
stock holders shall be entitled in person
or by written proxy, to one vote on each
share of stock owned by him and stand
| ing in his name on the books of the
corporation. No failure TO hold an cleo
| ton shall be regarded as forfeiture
of this charter. Any vacancy occurring
on said board of directors shall be filled
| by remaining directors for the uneX-
pired term. Said board of directors shall
| likewise elect the additional members in
case they should determine to increase
the number of the board as hereinabOve
provided. Said board of directors shall,
at its first meeting, elect from among
its number, a president, one or more vice
presidents. a secretary and treasurer
1t may combine any two or more OF
said offices into one and may even elect
a secretary who is not stakeholder or
director Said board of directors shall
have the right and power to appoint and
dismiss such clerks and other employ
ees of the corporation, including the sec
rotary who is not a stakeholder or di-
rector as conditions may Justify or the
The tenure of office of all employees OF
the corporation shall be during the
pleasure of the board of directors.
Article VINO stakeholder shall evel
be held liable or responsible for the
contracts faults or debts of this cor
poration, nor shall any mere informally
in its organization have the effect of rem
dering this charter null or of exposing 8
stakeholder to any liability beyond thu
unpaid balance due on the shares o.
stock owned by him.
| Article VII-This act of incorporation
NAV be changed modified or altered by