The herald., 1921-06-09
CHARTER.

alton shall be payable in cash, property
(real or personal or miXed) or for labor
and services rendered and performed.
No stakeholder shall ever be held Liable
or responsible for the faults, contracts
or debts of this corporation in any fur
Their sum than the unpaid balance due
the corporation on the shares of stock
subscribed by him, nor shah any mere
infOrmulity in organization have the ef-
feet of rendering this charter null or Of
exposing any shareholder TO any liability
whatsoever.
This corporation shall not engage in
business until four hundred t4UNl shares,
or Forty Thousand tS40,000.OOJ Dollars OF
the capital stock shall have been issued
and paid in, in cash or for property, or
for cash aud property, and if any stock
of this corporation is exchanged, either
in whole or III part for property or good
Will, in that event the provisions of Sec
tion of Act 267 of 1914 and the amend
ments thereto, shall be complied with
ARTICLE V.-Au the corporate powers
Of this corporation shall be vested in and
exercised by Board of Directors com
posed Of three stockholders, each Of whom
shall own in his own right, during his
term of office, at lease one full paid share
of stock, two Of whom shall constitute
a quorum for the transaction of business.
The officers of this corpOrtiOn shall con
siSt of a President, Nice-PreSident, Sec
rotary and Treasurer, all of whom shall
be members Of the Board of Directors
1
urer may be combined in one and the same
person
The following named persons shall con-
Stitute the first Board OF Directors, to-
wit. Richard A. Barnes, No 135 N. st
Patrick st, New Orleans, La. Richard
r. Mcbride No. 1920 Danneel St, New Or
leans, La, Jones II. Prowcll No. 1910 st.
Andrew ST.. New Orleans La, all resi-
dents of the City OF New Orleans. Louis
lana. and domicilcd at the addresses a.
boye stated, with Richard A. Barnes as
President Richard II. Mcbride as Vice
President and Jones II. Prowell as See
rotary Treasurer, aud these officers and
directors shall hold office until the first
Monday of January, 1922, or until their
Successors are duly elected and qualified
Thereafter the directors shall be elected
annually on the first Monday of May of
each year, and they shall elect their own
Officers, all elections of directors shall
be by ballot, and each stakeholder shall
be entitled 10 one vote for each share of
stock standing in his name on the books
| OF the corporation, this vote to be east
| IN person or by written proxy, and il
shall require majority of the stock pres
| ent or represented to elect. The directors
| shall have the right to increase their num-
| Der to five, in which case three shall con
| stitute quorum.
| Failure to hold an election for directors
| on the first Monday of May, 1922 or an
| nually thereafter, shall not work for
| fixture of this charter, but the old Board
/ of Directors shall remain In office until
their successors are duly elected and quail
| flied.
| ARTICLE yI-The Board Of Directors
! shall hold regular meetings at such times
| as shall be fixed in the bylaws of this
J corporation, but the president may call
1 special meetings of the Board of Direc-
tors at such times as be may deem ad
| viSable, and he shall be required TO call
| such special meetings at the request of
| a member Of the Board of Directors. Three
days written notice Of such special meet
ing shall be given TO the directors, unless
| waiver of such notice Is signed by the
| Directors. Any vacancy occurring in the
Board of Directors either from death, re-
| signatiOn or inability TO serve shall be filed
by the remaining directors at its next regu-
lar meeting after such vacancy shall have
occurred The first Board Of Directors of
this corporation shall be required to draft
suitable bylaws for the government OF
the corporation, which may be altered
amended, changed or modified as the ex-
igencies of the case may require.
ARTICLE yII.-The stock of this cor
poration may be transferred, provided
such transfers shall be recorded on the
Rocks of the corporation before IL shall
be required to recognize the transfer, OF
the new holder of the stock.
ARTICLE VIII.-The appearers hereby
declare that they have subscribed TO the
! following number Of shares of the capital
stock Of this corporation, to-wit: Richard
A. Barnes, No. 135 N. st. Patrick ST.
New Orleans, La, Four Hundred 600
Shares. Richard T. Mcbride. No. 472t
Danneel ST., New Orleans, La, One n
Share, and Jones IT. Prowell, No. 1917
st. Andrew ST.. New Orleans. La, On
az Share and the su. scription Of Rich
ard A. Barnes, which totals the sum o.
Forty Thousand ($4o:000.ool Dollars. o
four hundred (400) shares shall be full
paid for and settled by him by the trans
fer by him OF all the property and effects
and goodwill now owned and belonging
to the Seven Eleven Auto Company, Inc.
of which the said Richard A. Barnes y
, the sole owner, an accurate. detailed anc
, itemized statement Of description OF SAID
: property being hereto annexed to be reat
. in connection herewith, and the said prop
erty and goodwill was duly appraised
by the Board of Directors of this corpor
, alton at, the sum OF Forty Thousant
($4GO0O00) Dollars. The remainder o.
: said subscriptions shall be paid for II
cash.
In the event that any stakeholder de
sires to sell his stock or any part or por
| ton thereof, he shall first offer same e
Z the remaining stockholders, In proportion
. to their respective holdings at les bool
value. This offer is to be made to ap
pear by letter addressed to each stock
holder at his last known address, givinl
. thirty days option. At the expiration
of which time, the stakeholder desirini
to sell or dispose Of his stock, shall d.
: at liberty to do so at whatever price ant
> to whom he may please
. ARTICLE IX.-Tbis charter may b.
modified or altered. the capital stool
$ thereof increased or decreased, or the cor
, poration may be dissolved with the as
sent of two-thirds of the capital stOcl
present or represented at any special meet
ing of the stockholders called for tina
purpose, after prior notice in writing 4
each stakeholder, mailed to him ut hi
! last known pOst-office address, all in &C
cordance with the terms Of Act 261 OF 1914
{ ARTICLE X.-At the expiration Of thi
!, charter, or the earlier dissolution OF thu
corporation for any cause, its affair
shall be liquidated by one more liqui
dators to be elected by the stockholders
z ali of whom shall hold stock In this cor
u poration, and said liquidators are hercb.
!. vested with full power and authority 4
y liquidate the affairs of said corporation
with full power to act under the terms o
: Section 30 of Act 267 OF 1914.
= Thus done and Passed, at my Offic
: in the City of New Orleans. Louisiana, al
: the day, month and year hereinabov
! first written, in the presence OF Nirm
J, keenan, and Edmee Fortier, competen
= witnesses. who .hereunto sign thei
e names, together with the said appearer
> and me. Notary, and the said appearer
have also set opposite their names Oh
number of shares subscribed by then
all after due reading of the whole.
| tOR1GINAL SIGNED):
% Richard A Barnes, 400 shares, Richar
T. Mcbride. / share, Jones r. Proved
P l share. John II. Upton, Not Pub.
l. Witnesses: Nirma Keenan,, Edmee Fol
@ tier.
JOHN r. UPTON.
IS Notary Public.