The herald., 1922-04-27
CHARTER.

discharge such clerks and employees OF
| the corporation, including the secretary
who is not a stakeholder or director, as
conditions may justify or the business OF
the corporation may require. The tenure
of office of all of the employees of this
corporation shall be during the pleasure
of the board of directors. The board OF
directors may, from among its members
appoint an executive committee, which
said committee shall consist of three mem
bers, including one of the officers of the
corporation, and the board of directors
may delegate such managerial powers as
IL deems necessary to the executive COM
mittee which said committee shall report
at each meeting of the board of directors
ARTICLE VINO stakeholder shall ever
be held liable or responsible for the con-
tracts. faults, debts or duties of this cor
pOratiOn, nor shall any mere informality
in its organization have the effect of rem
dering this charter null or Of exposing its
stockholders to any liability beyond that
every subscriber to the capital stock OF
this corporation, though not a holder,
shall be personally liable to the creditors
of this corporation to an amount equal to
the unpaid balance on the stock for which
he has subscribed. TransfereeS shall not
be liable unless IL be shown that the stock
was acquired with knowledge of the con-
ditiOns, which would make the subscriber
liable. Where both subscriber and trans
fierce are liable the liability shall be in
to both after any disposal of the stock.
Further. that If stock be issued for pro-
perty in violation of the provisions of this
act or If any dividend or other diStribu-
ton of the assets be made, other than that
from net profits, or if reduction Of the
capital be made under the guise of a loan
TO a stakeholder, or IL any report or state
ment of public notice shall not be made.
as required by law, or if made shall be
false in any material representation, the
directors of such corporation, voting or
asserting thereto. shall be jointly and
severally liable to the creditors of this
corporation for any loss or damage aris-
ing therefrom.
ARTICLE yII-This act OF incorpora-
ton may be changed. modified or altered,
or this corporation may be dissolved with
the assent of the stockholders owning
two-thirds of the issued stock of this cor
poration, or may be further modified with
the assent of the stockholders owning
three fOurths of the issued capital stock
of this corporation; all as is provided by
Act No. 267 Of the General Assembly OF
the State of Louisiana for the year 1914,
and the amendments thereto, at meeting
Of the stockholders convened for that pur-
pose, and after due notice shall have been
given each Of the said stockholders as
provided for in Article V of this charter
or act of incorporation, except that when
ever in the judgment of the board of d.
rectors ii shall be deemed advisable and
for the benefit of said corporation that ii
should be dissolved. the board Of directors
within ten days after the adoption Of a
resolution to that effect. by a majority of
the whole board of directors at n meeting
called for that purpose, of which meeting
each director shall have received three
days notice, shall cause notice of the
adoption of such resolution to be mailed
% each stakeholder. together with no
ice of the meeting of the stockholders
% be held in the office of the corporation
10 take action upon the resolution so
adopted by the board of directors. In
aSe of the dissolution of this corporation
~ the expiration of its charter. or other
wise, the stockholders shall elect three 81
Iquidators from among their number,
Who shall have full power and authority
o liquidate and settle the business and
fairs of the company. In case of the
eath or disability of any of said liquida- |
ors the survivor or survivors shall ap-
'Oint successor or successors to him or |
hem.
ARTICLE VIII-Until the election to be !
eld on the First Monday in April, 1923. |
he following stockholders shall consti-
ute the first board of directors: Ralph !
Willkomm, f. a. Rogers, William ].
NillkOmm, Ed. J. Filleul, Victor X. KAN.
nth the said Ralph A. Willkomm as presi- i
ent; William J. WillkOmm as vice-presi-
ent: f. A. Rogers as treasurer. and Vic
Or X. kiamm as secretary. their respec-
i've addresses being as follows: Ralph
!. Willkomm 1858 Woodlawn Avenue
lew Orleans, Louisiana; William J. Will
omm. 1858 WOodlawn Avenue. New Or
ans, Louisiana; Z. A. Rogers. 1920 How
rd Street, New Orleans, Louisiana; Vic
Or X. KAN as secretary. their respec-
lg. New Orleans, Louisiana.
ARTICLE IN-The subscribers have
'ritten opposite their respective names
he amount of stock of this corporation
, be subscribed by each of them. which
as follows: Ralph A. Willkomm 81
hares: William j. Willkomm, 5 shares;
A. Rogers, shares.
Thus done and passed in my Office in
lie city of New Orleans. State of Louis
ina, on the day, month and year first
ereinabOve written, in the presence of
Isle G. johnson and Bernard Titche. Jr..
Dmpetent witnesses, who have hereunto
carers and me, notary, after due reading
the whole
Witnesses: Bernard Titche, Jr., Elsie
ORIGINAL sIGNEDD
Ralph A. Wilkomm subscribed 81
hares: W. J. Willkomm subscribed
lares: f. A. Rogers subscribed 8 shares.
(SeaD: VICTOR X. KHAN.
Notary Public.
(SeaD: VICTOR X. KHAN.
Notary Public.
I, the undersigned. Recorder of Mort
ages In and for the Parish of Orleans,
ate of Louisiana, do hereby certify that ,
e dpoNe dHO foregoing ACT OF lncorpOra- &
on of the Reliable Used Car Company, ,
lc, was this day duly recorded in my !
flee in Book 1858, folio -.
New Orleans, La, April eth, 1922. =
(SigneG): ROBT SCOTT. !
Deputy Recorder !
L hereby certify the foregoing to be | ,
ue and correct copy Of the original on I
e in the records Of my office at New Or
ans, La. :
(SeaD: VICTOR K. KHAN. !
Notary Public. A.,
pril 13-May IS. !