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EXHIBIT 3.19
ARTICLES OF INCORPORATION
* OF *
McCOLPIN-CHRISTIE CORPORATION, LTD.
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KNOW ALL MEN BY THESE PRESENTS: That we, the undersigned, residents of
the State of California, have this day voluntarily associated ourselves together
for the purpose of forming a corporation under the laws of the State of
California, AND WE HEREBY CERTIFY:
FIRST: That the name of this corporation is
McCOLPIN-CHRISTIE CORPORATION, LTD.
SECOND: That the purposes for which it is formed are as follows:
1. To manufacture, buy, sell, deal in automobile supplies and
equipment for battery shop, garage and service stations and materials and
merchandise incidental thereto.
2. To engage in and carry on a general merchandise business.
3. To buy, or otherwise acquire, to hold, own, manage, lease,
operate, improve and sell such real estate as is necessary, auxiliary or
incidental to said business.
4. To own, control and operate wholesale and retail stores, offices
and agencies.
5. To borrow and loan money and hypothecate its assets and property
of every kind and to buy, sell and in every way deal in bonds, stocks and
securities of other corporations.
6. To do a general jobbing, wholesale and commission business.
7. To buy, sell and deal in merchandise and to buy, sell and deal in
new and manufactured products and merchandise of all kinds, both at wholesale
and retail.
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8. And generally to engage in and carry on any and every kind of
business, occupation or enterprise subordinate to or connected with any of the
foregoing lines of business and to do and perform all acts necessary or
incidental to the objects and purposes hereinbefore set forth.
The foregoing clauses shall be construed as objects, purposes and
powers and it is hereby expressly provided that the foregoing enumeration of
specific objects and purposes shall not be held to limit or restrict in any
manner the powers of the corporation.
THIRD: That the place where the principal office for the transaction
of the business of the corporation is to be located is the County of Los
Angeles, State of California.
FOURTH: The board of directors of this corporation shall not have the
power to levy assessments upon the shares of the corporation.
FIFTH: That the number of directors shall be four, and the names and
residences of those who are appointed to act until the selection and
qualification of their successors are:
J. W. McColpin Los Angeles, Cal.
D. M. McColpin "
S. L. Christie "
Sigrid Christie "
SIXTH: That the amount of the capital stock of this corporation shall
be twenty-five thousand ($25,000) dollars, divided into twenty-five hundred
(2,500) shares of the par value of Ten ($10) dollars each.
SEVENTH: That the number of shares actually subscribed is four, and
the name of the subscribers and the number of shares respectively for which they
have subscribed and the amount to be paid by them for such shares, is as
follows:
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J. W. McColpin one share $10
D. M. McColpin " 10
S. L. Christie " 10
Sigrid Christie " 10
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all of which said shares so subscribed are of the capital stock of said
corporation.
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IN WITNESS WHEREOF, we have hereunto set out hands this _____ day of
December, A.D. 1929.
/s/ J.W. McColpin
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J.W. McColpin
/s/ D.M. McColpin
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D.M. McColpin
/s/ Sigrid Christie
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Sigrid Christie
STATE OF CALIFORNIA
ss
COUNTY OF LOS ANGELES
On this 4 day of December, A.D., 1929, before me, Blache Brown, a
Notary Public in and for said County and State, duly commissioned and sworn,
personally appeared J. W. McColpin, D. M. McColpin, S. L. Christie and Sigrid
Christie personally known to me to be the persons whose names are subscribed to
the within instrument and they severally acknowledged to me that they executed
the same.
IN WITNESS WHEREOF, I have hereunto affixed my official seal and
signature the day and year last above written.
/s/ Blanche Brown
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Notary Public in and for said County
and State.
(Seal)