The herald., 1912-02-08
ARTICLE |.

uhucf tne articles ana StlpulatlOnS follow
| Ing. tO-wit:
| ARTICLE l.
| The name and style of the CORPORA ion
shall be the UNITED FISH AND OYSTER
COMPANY" and by said corporate name il
| shall have and enjoy succession for a period
OF ninety-nine years, unless sooner diSsoly-
ed. and have all the rights. privileges and
immurAties granted by law to corporations.
and under said corporate name, it shall
have power to contract, sue and bc sued. TO
| make and use corporate seal and the
same to break and alter at pleas sure and to
| hold receive. purchase. convey. improve.
ALLEVIATE, hypOthecate. lease borrow, mort
gage or pledge both real and personal pro-
perry 10 have and employ such manage
and directors, officers. agents and other en-
plOyees as the interest of the corporation
may require, and to make rules. regua-
lions and bylaws for its corporate manage
ment and control and to do all things and
acts permitted by law or as shall or NAV I've
necessary and proper to carry out the OBJ
Jects and purposes of said corporation.
ARTICLE II.
The domicile of the corporation shall be
In the city of New Orleans. state of Lou
iSiana. citation and legal service shall be
made upon its president. or in case of his
absence or disability, on the vice-preeident
The board Of directors may nominate any
other person upon whom 10 serve citation.
ARTICLE III.
The objects and purposes for which this
corporation Is organized and the nature Of
the business To he carried on by il are here
by declared to be: 10 buy and sell. pack, i'm
port and export, oysters and fish of ali
kinds. to own and operate oyster beds. 10
erect oyster plants and Smelling houses TO
90 general commission business in pro-
duce OF all kinds and generally to do all
things incidental or germane To said bust
ness.
ARTICLE ".
The capital stock of the said corporation
shall bc five hundred thousand dollars
lSJ0O.O0O.O0), divided into and represented
by hve thousand shares $4,000 of one hun
dred dollars 'SlO0OO) each. which said
stock shall be paid for In cash. as called
for by the board of directors or the same
NAV be issued at not less than par in paw
ment or exchange. for property or rights
actual lily received or purchased by said cor
poratiOn, or the same NAV he issued full
paid. for money advanced. and for such
other valuable consideration or services as
me board OF directors of the corporation
may determine. provided that no stock shall
u" ISSUED until the consideration therefor
has been received by the said corporation.
Any stakeholder may sell. assign or trans
Ter MS stock in this corporation. provided
thlrty t"ol days notice of such Intention
10 sell. assign or transfer the same be- given
the company. and the stockholders thereof
shall have the first privilege of PURCHASING
the same. after which thirty DAYS notice
the stock may be sold in the open market
The stock of said corporation NAV be
transferred under the above conditions. pro-
vlded such transfer be made on the books
OF said company, at its Office in New Or
leans. and on surrender of the certificate
therefor. No transfer of any fractional part
or share shall I've made
This corporation shall commence doing
business as soon as capital stock to the
amount OF three thousand dollars (S3 OOOI
snail have been subscribed for
ARTICLE V.
The corporate powers of this company
snail be vested in and exercised by n boa rd
of five directors. consisting of the president
wee president and three stockholders three
OF said board shall constitute Il quorum for
me transaction of business and their de
cislons shall be valid corporate acts The
0mces OF secretary and treasurer shall be
uIleu ny one person. who need not be n
sslOekholder but may be appointed by the
rectors shall be composed of the following
Messrs. Frank Mclaughlin. Saul Moos Vic
Tor r: Deimel, Frank J. Iobrano and Rich.
ara W: cummings with Frank Mclaughlin
dent. Said board shall hold office until the
nrst Monday in February. 1913 or until
fnelr successors are elected and qualified |
vice president shall preside.
Inc annual election Of the board of drec-
Tors snail take place on the first Monday of |
commencing with
the year 1913. Whenever the said dav
shall be holiday. the election shall be held |
On the next legal day thereafter Notice
oI saId election shall be given by at least |
zen wv days written notice by registered |
mail sent to each stakeholder Of record at |
MS known address on the books of the com
pany and such notice shall he legal and |
valid in all of Its phases and the hoard ~
directors shall appoint two of the stool
holders to preside at such election as com
.nnI,', IN the event of failure Of any
IN Inii 1nf or commissioners TO attend |
ne president shall. by appointment. mi fhe
'acancy Any failure from any cause what
yer 10 elect directors the day named for
mar purpose shall not dissolve the corpo.
h,ioh, put the directors then in office as
we'll as the officers OF the comuanv shall
lold over until their successors are cbosen
m such event, the president shall cause an.
'ther election to be held within thirty DAYS
lnu snail give notice thereof as hereinbe-
ore provided. At each election and meet
ng each stakeholder shall be entitled To a
'ote Tor each share of stock registered in
rs name and may vote by proxy |
The election of directors shall ba bv hal |
~ anu the majority in amount of votes
dst, eacn snare of stock voted upon TO he |
oun Ilo Tor one vote, shall elect the person
Z persons for whom they have been cast |
,Iter each election. the board of directors
nail elect from their own number fbe on
ers OF the company.
ARTICLE vi.
The board Of directors shall have fulI
over 10 NIL vacancies in their number
alised by death, resignation or otherwise.
rom among the stockholders of the cornors
ION The board shall have full control OF
ne property Of this company, and shall 80
pnauct manage and use the same as In
lelr Oh erection they deem fit. and as is
Dnslstent with the objects of the company.
Ine welfare OF the same. The said board
iurtner authorized TO frame and adont |
zen bylaws, rules and regulations as The
u a .I OF the corporation may require and
III may deem necessary for the conduct-
" OF the business of the corporation: ix
lelr compensation, term of office with the
gnt 70 dismiss them at said boards pleas
re and said board shall have the right TO
and determine the salaries of the ON.
RS herein provided for
Inc members of the board of directors
ay act by proxy at meetings Of the said .
,ard and may confer their proxies on other .
embers OF said board .
ARTICLE VII
rms charter may be changed. modified or .
nenued, the capital stock increased or de- J