The herald., 1920-09-30
CHARTER.
& II \ X l. OF RTWELL-FORD
MOTOR CAR COMPANY. INC.

United States OF America. State Of Louis
lana, Parish Of Orleans, city Of New or
leans. Ee it known. that on this 10th
day OF the month of August. in the year
of our Lord, one thousand. nine hundred
and twenty. and of the Independence of
the United States of America the one hun
drrl and fOrth-iItth, before me- John Mar
shall Quintero. a notary public. duly com
miSsiOncd and qualified. in and for this
city and the Parish of Orleans, therein
residing. and in the presence of the Wit
, nesScS hereinafter named and undersigned
personally came and appeared the per
sons whose names are hercuutO subscribed
who declared that, ayailing themselves of
the provisions of the laws of the State,
relative TO the organization Of corpora,
tiOns, and more particularly Act. No. 261
of the General Assembly of this State, APP
proved July 9, 1914. they have covcnantsd
and agreed, and do. by these presents,
covenant and agree. bind, form and con
Sttute themselves, as well as such per
sons as may hereafter join or become
associated with them, into a corporation
and body polite in law, for the objects
and purposes and under the agreements
and StipulatiOns following tO-wit:
ARTICLE THE name and style of this
corporation shall be Hartwell- Ford Motor
Car Company, Inc, and under that name
it shall have and enjoy all the rights
privileges and advantages granted by law
20 corporations: il shall exist for the
=
il shall have the power TO contract, sue
and be sued in its corporate name; TO
make and use Il corporate seal; and the
same to break or alter at pleasure; to
hold, receive. purchase, cultivate, improve
convey. mortgage. hypOtheCate or pledge
property. both real and personal: to issue
bonds, notes and other obligations or
negotiable instruments; to have and EN-
plOy such managers. directors, officers,
agents and other employees as the inter
est and convenience of said corporations
may require or demand; to make and es-
tablish such bylaws. rules and regula-
tons for the corporate management and
control OF the affairs of the corporation
as may be deemed necessary and eXpedi-
ent
ARTICLE 1.-THE domiCic of said cor
pOratiOn shall be established in the City
of New Orleans, State of Louisiana, and
all citations and other legal process shall
be served on the president; in his absence
on the Secretary; and in the absence OF
both on the Treasurer.
ARTICLE Iu.-The objects and pur-
poses for which this corporation is ere
ated. are hereby declared TO be TO engage
in the general automobile business: TO
buy. sell and deal in automobiles. auto
mobile parts and accessories including the
sale and purchase of gasoline, and to do
a general automobile storage business. by
day. week or month. under such terms and
conditions as the Board OF Directors may
deem fit and proper. as well as TO engage
ia 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 ut the sum of nine
thousand ($9,OOO0O) dollars, divided into
seycnty-fye (7j) shares of par value of
one hundred dollars (SlOOOO) each. All
shares of stock shall be full paid and non
ii -. fgr in Ia
or in property taken over by the corpora
ton. No transfer of stock shall be bind
ing upon the corporation unless made
upon its books and all certificates of
stock shall he signed by such OFFICERS as
may he designated by the Board Of hi
reCtOrs.
This corporation shall have the right to
increase its capital stock TO the further
sum of fifty thousand dollars ($JO,OOOwl
TO be divided into shares OF one hundred
dollars (SlOOOO each. provided said in
crease in the capital stock shall have been
authorized by the stockholders ut meet
ing to be held pursuant to the provisions
of Article ' of this charter.
ARTICLE N.-All the corporate powers
of the Company shall be vested In. and
the management and control Of its affairs
shall be exercised by a Board of Direc-
tors composed of three stockholders, n
majority of whom shall constitute a
quorum for the transaction OF all bust
ness The Directors shall be elected an
nuaIly by ballot on the fifteenth day of
February in each year. Each stOckhOld-
or 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 as 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 as a forfeiture of this chartur.
Any vacancy occurring on said Board
shall be- filled by the remaining Direc-
tors for the unexpired term. The said
Board shall. at the first meeting after its
election, nominate. out of its number, a
President, n Vice President and Secretary
and Treasurer. The offices of Secretary
and Treasurer may be held by one per-
son. Said Board 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
corporation shall be during the pleasure
of the Board of Directors Any of the Di-
rectors or officers shall have the right Ia
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
tion nor shall any mere informality in its