The herald. [volume] (New Orleans, La.) 1905-1953, 1922-04-13
CHARTER.

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 or TINS
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 informally
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
sOlidO. and the liability shall continue as
| 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. if any dividend other distribu-
/ ton of the assets be made. other than that
from net profits, or IL a reduction of the
| capital be made under the guise of a loan
to a stakeholder. or If 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 VII-This act of incorpora-
I tion 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 a 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 it 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 a 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
| to each stakeholder. together with no.
| tice of the meeting Of the stockholders
| to be held in the office of the corporation
Tn al q
| adopted by the board of directors. In
case of the dissolution of this corporation
! by the expiration Of its charter, or other
wise, the stockholders shall elect three (Sl
| lIquidators from among their number,
who shall have full power and authority
to liquidate and settle the business and
affairs Of the company. In case OF the
death or disability of any of said liquida-
| tors the survivor or survivors shall ap-
point successor or successors to him or
them.
| ARTICLE vIII-Until the election to be
| held on the First Monday in April, 1923.
| the following stockholders shall consti-
tute the first board of directors: Ralph
Willkomm, Ed. J. Filleul. Victor X. KAN,
| with the said Ralph A. Willkomm as presi-
| dent; William j. Willkomm as yice-presi-
dent: e. A. Rogers as treasurer, and Vic
tor X. Kiamm as secretary, their respec-
tive addresses being as follows: Ralph
| A. willkomm. 1858 Woodlawn Avenue,
New Orleans, Louisiana; William ]. Will
komm. 1858 Woodlawn Avenue, New Or
leans, Louisiana: f. A. Rogers. 1920 How
ard Street, New Orleans. louisiana; Vic
| tor X. KAN as secretary. their respec-
ing. New Orleans, Louisiana.
ARTICLE IX-The subscribers have
| written opposite their respective names
the amount of stock of this corporation
to be subscribed by each of them. which
is as follows: Ralph A. Willkomm, 81
shares: William J. willkomm. shares
| E. A. Rogers, shares.
Thus done and passed in my office in
| the City of New Orleans, State of Louis
lana, Oh the day, month and year first
/ hereinabove written, in the presence of
Elsie G. Johnson and Bernard Titche. Jr.'
| competent witnesses, who have hereunto
signed their names together with said ap-
pearers and me, notary, after due reading
Of the whole.
witnesses: Bernard Titche. Jr, Elsie
| ORIGINAL SIGNED)
| Ralph A. Willkomm subscribed 81
shares; w. ]. Willkomm subscribed s
shares; E. A. Rogers subscribed shares.
(SeaD: VICTOR X. KHAN.
| Notary Public.
| (SeaD: VICTOR K. KHAN.
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 IncorpOra-
ton Of the Reliable Used Car Company,
Inc, was this day duly recorded in my
office in Book 1868, folio =.
New Orleans, La. April 18th, 1922.
(Signed): R0BT. SCOTT.
| Deputy Recorder.
! hereby certify the foregoing to be a
true and correct copy of the original on
file in the records of my office at New Or
leans, La.
| (SeaD: VICTOR X. KHAN,
| Notary Public.
| April 13-May 49,
CHARTER OF FOSTER MANUFACTURE
ING COMPANY. INC.