The herald. [volume] (New Orleans, La.) 1905-1953, 1913-01-09

| assigns, and such persons as may hereafter
become associated with them, TO form and
| constitute body polite in law for the pur-
pose and objects and under the stipulatiOns
and conditions hereinafter set forth and eN-
pressed, which they hereby adopt as their
charter or articles OF Incorporation, tO-wit
| ARTICLE |.
| The name and title of this corporation
| shall be: H. e. SEYMOUR K COMPANY
and under such name it shall have and en-
| joy succession for a period OF ninety nine
| t99) years from the date of this act, with
| full power in the prosecution. and for the
| purpose of its business hereinafter defined,
| 10 contract, sue and be sued, to acquire.
| lease. use and hold. ALLEVIATE. mortgage,
pledge or otherwise cucumber any property,
movable or immoyable, In or out of the
state OF Louisiana: to issue It's bonds or
| other evidence Of indebtedness and to So
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 management Of the affairs or
| business or the exercise Of the powers OF
| this corporation as may be necessary or
convenient: to increase its capital stock
to adopt q corporate seal, and the same 70
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 H.
The domicile If this corporation shall be
| in the city OF New Orleans state Of LOuiSi-
ana. and all citations or other legal process
| shall 10 served upon the president. and in
| his absence upon any other Office OF the
! corporation.
| ARTICLE Ill
The object and purpose for which this
| corporation Is organized. and the nature OF
/ the business to he carried on by II are
hereby declared to 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-
! tural or vegetable liquid or solid food pro
ducts 10 own. lease and operate water bot
| toms, farms and orchards, and other landed
/ and water estates for the production Of the
raw material used in the business; to carry
| on cold storage business to manufacture
and sell Ice electricity. and any and all
articles Of material used In the cOnductiOn
| Of its business; to own and operate docks
and shipyards. as the nature OF the buSi,
ness may neceSSitate; TO buy and sell all
character of merchandise, to sell the pro
ducts and by-productS Of its own manufac-
| ture. and generally to do and perform all
such business as NAV he necessary for or
| incidental to the object and purpose herein
mentioned as fully as If set forth herein.
ARTICLE ".
| The capital stock Of this corporation Is
hereby fixed at twenty-five thousand CS25.-
600 OO) dollars. divided into one thousand
| II .O00b shares Of twenty-five tS2j.OO) dol
| lars each. PAYABLE in cash or It's equivalent.
as may he determined by the board Of direc-
tors. This corporation Is to be n going
concern as soon as five thousand (S5,OOOOO)
dollars Of the capital stock shall have been
subscribed for. and appearerS declare that
| they hereby subscribe for the number or
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
| ingS OF stock in this corporation without
| 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. IL said
retiring stakeholder has received 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 n 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
remaining stockholders without reference TO
a meeting OF the stockholders.
ARTICLE V.
| All the corporate powers OF this corpora
| tiOn shall he vested in and exercised by
| board OF directors composed OF three (3)
stockholders, two (2l OF whom shall con-
stitute n quorum in the transaction OF busi-
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 he given by a letter
mailed ten (l0) days previous to said cleo
| tiOn. and sent TO the last known address OF
| ea ch 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. secre-
| tary. and a manager. the last two of whom
need not be 4 member Of the board of direc-
! tors; and any two OF said offices may be
held by one man. The hoard OF directors
NAV also fill all vacancies on said, board
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 Bischof, vce-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
dissolve the corporation. but the officers and
directors then in Office shall hold until their
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
] days notice as soon thereafter as practical
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.
ARTICLE VI.
| 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 It's welfare. 1t may make and
establish, as well 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 he necessary to conduct the business Of
the corporation.
ARTICLE VII.
modified or amended, fundamentally or Incl
dentally. and this corporation NAV be dis
solved with the assent of three-fos rths of
the capital stock represented Mt al general
meeting Of the stockholders called tor that
purpose after a ten (10) day notice. ANY
changes proposed or made with reference to
the increase or deduction OF the capital
laws Of the state Of Louisiana on that sub
ject. Notice OF all meetings OF stockhold-
ers not herein and by law otherwise provid-
cd for shall he given TO each stakeholder bv
letter addressed to his last known place Of
residence and deposited In the mails at least
ten (1O) days prior TO said meeting. In
case Of a dissolution or Termination of this
nr1f I'm NV init 90 lee ahar