The herald. [volume] (New Orleans, La.) 1905-1953, 1912-04-18


ing themselves Of the provisions of the laws
Of the state of Louisiana relative 10 corpO-
rartons, they have covenanted and agreed.
and do hereby covenant and agree and bind
themselves. as we'll as such other persons
who may hereafter become associated with
them. TO form and constitute a corporation
and body polite in law for the objects and
purposes. and under the articles and stipula-
tiOnS hereinafter set forth, viz:
ARTICLE I.
The name and STYLE of this corporation
shall be the UNITED FISH & OYSTER
COMPANY" and its dOmicie shall be in
the city of New Orleans, state of Louisiana.
1t shall have corporate existence and sue
CeSSiOn for period of ninety-nine years. I'M
less sooner dissolved hereinafter provided
for. and have all the rights. privileges. and
immunities granted by law TO corporations.
and under its corporate name IL shall have
power 10 contract sue and b. sued, to make
and use corporate seal, the same to break
and alter at pleasure; TO hold. own. receive,
purchase and convey, improve, hypOthecate,
ALLEVIATE. lease, borrow. loan. and mortga &c
or pledge property. both real and personal {;
TO own, hold purchase. convey, pledge, ac-
cept as collateral, or otherwise deal with,
acquire or dispose of stock in any other cor
pOratiOn engaged in n business similar. Incl
dental or germane TO any of the objects and
purposes for which this corporation is form
ed. and to vote stock so acquired through
its duly authorized representative at any
and all meetings and elections, held by the
corporation or corporations which issued
said stock: to have, name, appoint such
managers, directors, officers. agents, and
employees as its interest and convenience
may require. and TO make and establish
rules. regulations and bylaws for its corpo-
rate management and control. and generally,
TO exercise all the rights and powers now or
hereafter granted to corporations of like
character.
ARTICLE H.
The objects and purposes for which this
corporation Is organized, and the nature of
the business TO be carried on by Ii, are
hereby declared to be: To buy and SELL pack.
import and export oysters and fish of all
kinds: to hold. own, buy and sell. lease. Op-
crate and otherwise deal in oyster beds: to
construct. maintain and operate oyster
plants and shucking houses to buy, sell and
otherwise deal In fruit and produce, and to
do general commission business in fruit
and produce Of all kinds to erect, maintain
and operate canning and packing establish
mentS of all kinds, ice factories, and cold
storage plants; to build, own. and operate
canals, to operate freight and passenger
boats.
All citation and legal process shall>be
served on the president, or in his absence or
disability. upon the first vice president or
In the absence or disability OF both, upon
the second vice-president.
ARTICLE III.
The capital stock of this corporation shall
be one million dollars 81 zoo, 900 OO), d.
vided into and represented by two thousand
three hundred and thirteen (2313) shares
OF frst-preferred stock: two thousand six
hundred and eighty-seven (2,6S7) shares of
sec0nd-preferred stock: and five thousand
to.OOOl shares of common stock. all of the
par value of one hundred dollars $500 OO)
each, which said stock shall be paid 70: in
cash at such times or in such portions
thereof as the board Of directors may re-
quire, or the same may be issued fully paid
ana worcestershire, at not less than par, in
payment or exchange for property or rights
actually received or purchased by said cor.
poration, or the same may be issued, fully
paid, for money advanced, or for such other
valuable consideration or for services rend-
cred, as the board OF directors NAV determ
me The holders of the preferred shares
snail De entitled to receive in respect 70
such preferred shares as and when decla red
by the board of directors. from the surplus
or the net profits of the company yearly
dividends at the rate Of seven u per cent.
per annum from date and no more which
said dividends shall be cumulative provid
ed that no dividend shall be paid the hold
ers or second-preferred stock until all earned
CIV orvidend s shall have been paid to the hold
ers or hrstpreferred stock. At no time
snail any. dividend be declared. set apart
Tor, or paid upon the common shares unless
az such time all cumulative dividends on
the first and second-preferred shares dine
and unpaid. shall have been paid or proyid.
ed 1or The said preferred shares shall be
entitled to no preference over the common
SHARES In the event of dissolution or lioui-
dation OF the corporation. except as regards
such cumulative dividends as may be due
and unpaid on the said preferred shares up
TO the date on which the corporation NAV
be dissolved or liquidated.
The first-preferred stock may be called in
and retired by the board of directors after
May 18th, 1913, and the second-preferred
stock after Nav 18th, 1914 Whenever the
net profits Of the company are sufficient for
said purpose. the board Of directors. by
mailing notice TO that effect to each pre-
ferred shareholder of record, at his last
known postofice address, at least ten (IOl
DAYS previously. may. at any date named in
said notice call in and purchase from the
stockholders of record, their preferred shares
OF stock as herein provided at the price of
one hundred and five dollars (S1O5 OOl per
share. plus all cumulative dividends as NAV
be due and unpaid. up to such date or NAV
call in and purchase any portion thereof by
allotment amongst the total number of pre-
ferred shareholders
Such call having been made and the
money available for such purposes having
been set aside. all rights of the holders OF
the preferred stock called in shall close on
and after said date Nor shall the officers