The herald., 1922-04-06
CHARTER.

needed repairs and extensions to the COM
panies plants and necessary extensions
to its business the said further amount
shall be divided pro rata among the hold
ers of the preferred and common stock
in accordance with their holdings; pro-
vided, however that the Board of Direc-
tors of the company may in their dis
erection declare dividends in any fiscal
year on the common stock. but such
dividends shall be declared on the com
mon stock, unless all cumulative dividends
for previous years and all accrued INSTALL
ments, IL any for the current year, on the
preferred stock shall have been set apart
or paid.
The holders of the preferred stock shall.
in case Of liquidation or dissolution of
the company, be entitled to be paid in full
the par value of this preferred shares and
the dividends accumulated and unpaid
thereon, before any amount shall be paid
to the holders of the common stock. Said
preferred stock shall be subject to re-
demption at One Hundred and Ten Dol
lars SllO.OO) per share and accumulated
year from the issue thereof at such time
| or times and in such manner as the
Board of Directors shall determine.
ARTICLE Iv.-The objects and pur-
| poses for which this corporation is or
ganiZed and the nature of the business
to be carried on by it is hereby declared
| to be: To carry on at LOyOla University
| in the City of New Orleans Parish of
| Orleans. State of Louisiana. or elsewhere,
| an Auto Mechanic School or schools,
where students may obtain on moderate
terms. sound and practical general and
| technical auto mechanic training of the
highest order, to provide for the instruc-
| tion of students. shop practice, classes,
/ individual instruction, exhibitions and
conferences, calculated directly or indi-
rectly, to advance the practical knowledge
and general professional and technical
education of the student.
To cnps,ruct ond ,3aol In
! automobiles, motor trucks, vehicles, auto
and truck parts, machinery. appliances
and accessories and auto machine plants
of every kind, nature and description
| whatsoever to acquire by purchase lease
ar otherwise and to manufacture con-
| struct, rebuild or repair automobiles,
| trucks and machines and machinery of
| every kind whatsoever. and to equip,
erect and install the same for use and
operation by electricity, compressed air.
OIL gas or by any other means of natural
power and to operate, sell, lease or hire
the same and to carry on a general manu-
featuring rebuilding wholesale and retail
auto and truck business. as well as a
general accessory and supply business.
ARTICLE V.-The corporate powers OF
this corporation shall be vested in and
exercised by a Board of Five Directors
a majority of whom shall constitute a
quorum for the transaction of business.
From the Board of Directors shall be
chosen four officers namely. a President
cePresident. Secretary and Treas
urer. both of last named officers may be
held by a single director.
The first Board of Directors and the
officers of this corporation shall be
elected at the first meeting of the stock
holders and Directors respectively, held
after the passing of this charter, and
they shall serve as such until the second
Monday of January, 1923, or until their
successors are duly qualified and elected
Absent directors may vote at any direc-
tors meeting. by a proxy in writing given
to another director, and made for a speci
fic or particular meeting.
ARTICLE N1.-The corporate powers OF
this corporation are expressed and sci
forth by Section Seven 90 of Act 267. OF
the year 1914. and shall be duly employed
by and through the Board of Directors.
The Board of Directors may without
reference to the stockholders buy, sci
and mortgage real estate, buy, SELL, mort
tirety Of. the assets, business. rights oil
good will of this corporation, all upoT
such terms conditions and for such price
sums or assets as the Board of Directors
ed; the capital stock May be increased
ARTICLE vIl.-Th,, act of ir.corpora
ton may be modified, changed or alter
decreased modified OF added to, or thu
number of shares may be change or this
corporation may be dissolved by vot'
Of two-thirds of the amount of capita
stock when present or represented and
voting at a general meeting of the stock
holders convened for such purpose or pur
, publication in a newspaper in the City o.
New Orleans, and written notice duly ad
dressed and mailed to every stockholdel
of record at his last known address, o.
If such address is unknown, then by mail
ing same to such stockholder care OF Gen
eral Delivery, New orleans Louisiana, a
least thirty 500 days previous to SAID
; meeting.
Such meeting or meetings may be called
at any time by the Board of Director
upon its own motion, and must be called
! by said Board upon the written reques
of stockholders holding a majority of tn
capital stock of this corporation.
: Upon dissolution of this corpration b!
the action of its stockholders. as aforesaid
or at the expiration of its charter, its af
,, fairs. shall be liquidated by three com
! missioners, appointed by majority o
the stockholders present or represented
and voting at said general meeting. TIL
manner of liquidating, the compensation
and the powers of the commissioners, an,
, all other matters pertaining to the liquid
alton Of this corporation shall be fixe'
. and determined by a majority OF tn
stockholders present or represented ant
voting at such general meeting Of stock
! holders.
: ARTICLE vIII.-No stakeholder shal
! ever be liable for the contracts, faults o
: debts of this corporation nor shall an.
! mere informality in the organization o
: this corporation have the effect of rem
dering this charter NULL or rendering an.
: stakeholder liable beyond the unpai'
, amount, If any, remaining due on hi
stock.
: ARTICLE IX.-The First Board Of hi
rectors of this corporation is hereby fixe'
? at five in number and shall be compose,
) of N. L. Bird. 1904 Louisiana Ave. L.
wertheimer, Loyoia Inn; c. A. Primer
626 Delaronde St.; John A. Swadener, 30
Hillary St.; Martin Willis, 1880 State st
. New Orleans, La, who shall serve unit
: the first meeting of the stockholders o
this corporation, or until their successor
shall have been elected, qualified and In
stalled with n. l.. Bird as President. J
A. Swadener, as vice-President, NJ. Will
as Secretary, and c. A. Primer as Treas
urer, who shall hold office until the frs
| regular meeting of the Board Of Direc
I tors of this corporation or until his sue
, cessors shall be elected, qualified and In
: stalled
b Thus done and passed in my notaria
e office in the City Of New Orleans. q
y aforesaid, in the presence Of c.
e Speirer and Eugene II. Hayford. com
petent witnesses of lawful age an
residing in this city, who hereunto sui
n scribe their names, together with sal