The herald., 1920-09-16
CHARTER

buy, sell and deal in automobiles. auto
mobile parts and accessories including the
sale and purchase of gasoline, and 20 do
a general automobile storage business, by
day, week or month, under such terms and
conditions AS the Board Of Directors may
deem ft and proper, as well as to engage
In the automobile repair business, and all
other lines Of business identified with or
incident to dealing in and repairing auto
mobiles.
ARTICLE Iv.-The capital stock of this
corporation Is fixed at the sum of nine
thousand (S9O0OOOJ dollars, divided into
seventy five (15) shares of a par value Of
one hundred dollars 100000 each. All
shares OF stock shall be full paid and non
aSsessable, and shall be paid for in cash
or in property taken over by the corpora
ton. No transfer of stock shall be bind
ing upon the corporation unless made
upon its books and all certificates OF
stock shall be signed by such officers as
may be designated by the Board OF Di-
reCtors.
This corporation shall have the right To
Increase its capital stock to the further
sum of fifty thousand dollars (SJ0,OoO.O0l.
TO be divided into shares Of one hundred
dollars tSlOOO) each. provided said in
crease in the capital stock shall have been
authorized by the stockholders al a meet
Ing 10 be held pursuant to the provisions
of Article V of this charter.
ARTICLE N.-All the corporate powers
of the Company shall be syeSted in. and
the management and control Of Its affairs
shall BE- exercised by Il Board of birec-
tors composed of three stockholders, a
majority of whom shall constitute
quorum for the transaction of all bust
ness. The Directors shall bc elected an
nually by ballot on the fifteenth day of
February i'm each year. Each StOCkhOld-
rr shall be entitled. in person or by proxy,
TO one vote for each share OF stock owned
by him, and all elections shall be held
under such rules and regulations rs may
be determined by the Board Of Directors.
after fifteen days notice by mail Of such
election shall have been sent to each stock
holder at his last known address. The
Directors thus elected shall continue in
Office for one year. or until their success.
sorS shall have been duly elected and
qualified. No failure TO elect shall be re
garded AZ forfeiture OF this chartur.
Any vacancy occurring on said board
shall be filled by the remaining Direc-
tors for the uneNpired term. The said
Board shall, at the first meeting after It's
election nominate, out of its number, q
President, a Vice President and Secretary
and Treasurer. The Offices of Secretary
and Treasurer may be held by one per
SON Said Beard shall have the right to
appoint and dismiss such clerks, mana
gers and other employees OF the corpora
ton AS conditions may justify, or the
business of the corporation may require.
The tenure of Office of all employees OF the
OF the Board OF Directors. Any Of the hi
rectors or officers shall have the right To
appoint by written instrument. another
Director or stakeholder TO act as his
proxy. and in his stead. at any and all
meetings of the Board Of Directors.
ARTICLE Vino stakeholder shall
ever be held liable or responsible for the
contracts, faults or debts OF said CORPORA
ton, nor shall any mere informally IN It's
organization have the effect OF rendering
81 EXPOSING
stakeholder to any liability beyond the
unpaid balance due on The shares owned
by him.
ton may be changed, modified or altered,
or this corporation may be dissolved, with
the assent of the stockholders owning
three fourtns of all the stock Of the cor
poratiOn, at a general meeting convened
for that purpose, and at least after Ten
DAYS written notice of this meeting has
been given through mail addressed 10 each
stakeholder, at his last known place OF
residence. Whenever this corporation Is
dissolved either by Limitation or other
wise, its affairs shall be hquidated by
three liquidators, to be selected by the
stockholders after a meeting convened Tor
that purpose shall have been called.
ARTICLE VIII.-Until the election 10 be
| held on the fifteenth day OF February
1921 the following shall constitute the
| first Board of Directors, viz: Charles 1.
| Hartwell, Charles u. Ford and Clair l.
Hartwell.
ARTICLE IX.-No stakeholder in this
corporation shall dispose of his stock to
any third party without first Offering II
| TO the corporation at its book value. The
corporation shall have thirty (3O) days
within which to accept or reject this oner
and IL said offer Is not accepted upon the
| expiration of thirty 500 days, then dis
| pose of his stock as he deems proper.
Thus done and passed In my once In
the City Of New Orleans, on the day, month
and year herein first above written, In
| the presence Of Messrs. William {. Nc
Leod and Edmond Bourgeois, competent
witnesses. who have hereunto signed their
names, together with the said witnesses
| and me, Notary, after reading OF the
| whole. the said appearers signing, at the
same time, after their respective names
| for the amount Of their subscriptions.
Original Signel: 1900
| Chas. C. Hartwell, 30 shares. 5000
Chas. ID. Ford, 80 shares, 5000.
| CT Hartwell, 30 shares, $1,000
| Witnesses:
| Edmond Bourgeois.
| J. NJ. QUINTERO,
| Notary Public.
I, the undersigned, Recorder Of Mort
| cages in and for the Parish OF Orleans
| State of Louisiana, do hereby certify that
| the above and foregoing Act of lncorpora'
| ton of the Hartwell- Ford Motor Car com
| pany, Inc, was this day duly recorded In
my Office in book l246, folio liz
| New Orleans, August %, 1870.
Signed EMILE J. LEoSAKp'
| J. NJ. QUINTERO,
Notary Public.
Il y not