The herald. [volume] (New Orleans, La.) 1905-1953, 1912-12-05

pose and objects and under the stipulatlons
and conditions hereinafter set forth and ex-
pressed. which they hereby adopt as their
charter or articles Of Incorporation, t0-wit
ARTICLE /.
The name and title of this corporation
shall be: III. c. SEYMOUR x COMPANY;
and under such name, 1t shall have and en-
joy succession for a period of ninety-nine
1897 years from the date OF this act, with
full power In the prosecution, and for the
purpose OF Its business hereinafter defined,
to contract. sue and be sued, to acquire,
lease use and hold. ALLEVIATE, mortgage,
pledge, or otherwise cucumber any property,
movable or immOvable, in or out OF the
state of Louisiana: to issue its bonds or
other evidence OF indebtedness and TO Sc
cure same by pledge, mortgage or otherwise
to appoint or elect such directors, officers,
managers. agents. or other employees, as
the interest or convenience OF its business
may require: to make, amend, or repeal a.
pleasure such bylaws, rules or regulations,
touching the mana cement Of the affairs or
business or the exercise of the powers OF
this corporation as may he necessary or
10 increase its capital stock
to adopt corporate seal, and the same to
make or alter at WILL and generally, for the
purpose and objects of its business to eXer-
else all rights and powers permitted by law
ARTICLE II.
The domicile Of this corporation shall he
in the city OF New Orleans. state OF LOulsi-
ana, and all citations or other legal process
shall lie served upon the president, and in
his absence upon any other officer OF the
corporation.
ARTICLE III.
The object and purpose for which this
corporation is organized and the nature OF
the business TO be carried on by II are
hereby declared 10 be TO contract, buy or
lease. and to own, hold or operate In this
state or elsewhere canning and preserving
factories for the purpose of preserving.
manufacturing and packing all kinds OF sea
food: oysters. fish. shrimp. fruits. agricul-
fol 10 inffI ar Sn1i rrO.
ducts: to own. lease and operate water bot
tens farms and orchards, and other landed
and water estates for the production OF the
raw material used in the business to carry
and sell ice, electricity, and any and all
articles OF material used in the conductiOn
OF its business; to own and operate docks
and Ship-yardS, as the nature OF the busi-
ness may necessitate: TO buy and sell all
character OF merchandise. to sell the pro-
ducts and bv-prOductS of its own manufac
such business as may be necessary for. or
incidental TO the object and purpose herein
mentioned as fully as II set forth herein.
ARTICLE ".
The capital stock OF this corporation Is
hereby fixed at twenty-five thousand (S25,-
00000) dollars, divided into one thousand
tlOOOD shares OF twenty-five (S25.OO) dol
lars each. payable in cash or its equivalent
as may be determined by the board OF direc-
tors. This corporation is to be a going
concern as soon as five thousand (S5.00O00)
dollars OF the capital stock shall have been
subscribed for. and appearers declare that
they hereby Subscribe for the number Of
shares Of said capital stock set opposite
their respective signatures hereto. All
transfers Of stock OF this corporation shall
be entered on the stock book and no trans
fer of stock shall he binding upon the cor
poration unless made upon its books
No stakeholder shall dispose of his hold
first giving notice to the corporation. by
letter addressed to the president. stating his
intention to sell; and thereupOn the cOrpo-
ration shall have the option of purchasing
said shares at the market price or. II said
retiring stakeholder has received a bona fide
offer for said stock the corporation shall
have the right to purchase same at the price
so offered. This option TO purchase the
shares of retiring stakeholder shall exist
for period of thirty 1907 days from notice
OF intention to sell. The board OF directors
Is authorized to purchase said shares of the
retiring stockholders for the account Of the
meeting Of the stockholders.
ARTICLE V.
All the corporate powers Of this corpora
tiOn shall be vested In and exercised by a
stockholders, two (2) of whom shall con-
stitute a quorum in the transaction Of bust
ness. which said directors shall be elected
at a general meeting of the stockholders of
this corporation. to be held on the second
Thursday OF July in each year, and notice
of said election shall be given by a letter
mailed ten (1Ol days previous to said cleo
ton. and sent TO the last known address Of
each of the stockholders. The said board
at its first meeting after each annual cleo
ton shall elect from its members a presi-
dent, vice-president treasurer, n secre-
tary, and a manager. the last two of whom
need not be a member Of the board Of dlrec-
tors: and any two OF said Offices may be
held by one man. The hoard OF directors
arising from any cause whatsoever. The
following officers shall serve until the sec
ond Thursday Of July. 1917. or until their
successors shall have been duly elected and
president and treasurer: Emile r. Wendell.
secretary and William BischOh. vice-presi-
dent and manager.
The first election for directors under this
charter shall take place on the second
Thursday OF July, 1917. until which time.
or until their successors shall have been
duly elected and qualified. the following
stockholders shall constitute the first board
of directors. to-wit: Hugh Charles Seymour,
Emile r. Wendell. and William BischOff
The second Thursday OF July, beginning
In 1917. shall be the regular day for the
meeting of the stockholders TO elect direc-
tors. but the failure from any cause to elect
directors on the day stipulated. shall not
dissolve the corporation, but the officers and
successors shall have been duly elected and
qualified In the event of the failure TO
hold an election on the day stipulated, the
president shall call new meeting on ten
BILE. At all the elections and meetings of
stockholders, each stakeholder shall be en-
titled TO one vote for each share of stock
registered in his name. and may vote in
person or by proxy. All elections shall be
by ballot.
The board OF directors shall have the
power to fill all vacancies In its members
from among the stockholders of this cor
pOration. The board Of directors shall have
full control OF the property OF this corpora
tion, and shall conduct and manage and use
the same as in its discretion II may deem
fit and consistent with the object Of the cor
poration and its welfare. II may make and
establish. as we'll as alter and amend. any
and all bylaws. rules and regulations neces-
sary and proper in its judgment for the con-
duct and management of the business: and
1t shall have power to appoint, fix the COM
pensation of, and dismiss, all such officers,
agents. employees, servants. and clerks as
may be necessary to conduct the business OF
the corporation.
ARTICLE VII
This act of Incorporation may be changed
modified or amended, fundamentally or Incl
tientally. and this corporation may be dis.
solved with the assent of three-fourths OF
the capital stock represented at general
meeting Of the stockholders called for that
purpose after a ten (10) day notice. Any
changes proposed or made with reference to
the increase or deduction of the capital
stock shall be made in accordance with the
laws of the state OF Louisiana on that sub
ject Notice Of all meetings OF stockhold
ers not herein and by law otherwise provid
ed for shall be given TO each stakeholder by
letter addressed to his last known place OF
residence and deposited In the mails at least
ten (10) days prior to said meeting. In
case of a dissolution or terminate Of this
corporation either by Limitation of its char
ter. or by any other cause. its affairs shall
be liquidated by three (3) commissioner
h. fts ctn ho1d Of