The herald. [volume] (New Orleans, La.) 1905-1953, 1915-09-02
August 7, 1915.
CHARTER
OF THE AMERICAN FISH COMPANY,

Of the independence OF the United States Of
America, the one hundred and fortieth, before
me, Gustave A. Llambias, a notary public,
duly commissioned, sworn and qualified in
and for the parish of Orleans, and in the pres
cnce OF the witnesses hereinafter named and
urderS gncd, personally came and appeared:
Mr.. Dominick {. OMalley, NJ. Samuel F.
Redfcrn, Mr.. Adam EStOpual. DR.. Charles J.
Landfried and Mr.. Charles f. Wernu,h, all
OF them OF full age and Of this city with the
exception OF Adam EStopinal. a resident of
the parish Of St. Bernard. in this state. And
the said appcarcrS declared that. ayailiug
themselves Of the laws Of this State, partic-
ularly Act No. 267 OF 1914, relative TO the Or
g-nizatIOn OF corporations, they do, by these
presents, agree and bind themselves. as well
such other persons as may hereafter be-
come associated with them, 10 form and con.
Stitutc a corporation for the object and pur-
poses and under the articles and stipulations
following, to-wit:
l. The name and title of this corporation
shall be The American Fish Company, Inc"
In its said name and corporate capacity, it
shall have and enjoy succession for the term
OF ninety-nIne years from the date hereof and
shall possess each and every power. capacity
privilege or immunity, now or hereafter grant.
ed by law to trading or commercial corpora
tions.
II. This corporation shall be domicled in
the city Of New Orleans, Louisiana: and the
president, and, in his absence, the vice
president, are designated as the officers upon
whom citation, or other legal process, can be
served.
III. The objects and purposes of this cor
poration and the nature OF the business to be
carried on by II are hereby declared to be:
l. 10 acquire all the property, assets and
goodwill Of the American Fish, Game and
Oyster Company and TO continue the whole
sale and retail fish, game. oyster and gen
eral merchandise business heretofore con-
Quoted by said company.
, To buy and SELL at wholesale or retail,
and to deal generally in. fish. oysters and all
and frN1lf abl
poultry and all dairy products; and TO CON
duct said business for its own account or
on commission.
) To acquire, lease. maintain and operate
canning factory and icing plant for the
canning, Earring or preserving OF any and all
OF the commodities above referred 10. and to
dispose, at wholesale or retail, OF such canned
or preserved goods:
J. To conduct and operate a general cater
ing business, and to that end. 10 sell. fur
nIsh and distribute selected aSsortments and
menus for home or family consumption;
And generally, Tor the purpose OF attaining
or furthcrIng any of the objects and purposes
above enumerated and all other objects and
purposes herewith connected or incidental
thereto, 10 do any and all other acts and
things which 4 COpartuerShp natural per
son could do and exercise and which now
or hereafter may be authorized by law.
~. The capital stock OF this corporation
i now fixed At seveuty-tve thousand dollars
tS5UUOO), divided into seven hundred and
fifty $50 shares of common stock OF the par
value of one hundred dollars $4,000 each.
The capital stock, in shares OF the same
value, may be increased, according TO law, up
To the sum Of one hundred thousand dollars
tSlO0,rOOOO. Subscriptions to stock shall be
paid for in cash, at such times and in such
amounts and with such notices to the sub
ScrIbers as may be fixed by the board of di-
reCtorS subject 10 the limitation in this re-
gard now imposed by law. No stock certifi-
cate shall issue to any person until the pay
ment IN full Of the shares subscribed for by
HIM. Before any stakeholder shall make
sale of his stock he shall offer same to the
board of directors, which shall act as agent
for the sale Of the stock to another stock
holder; provided that If the board of direc-
tors IS unable to sell said stock, within thirty
days thereafter, at the price fixed by its own
er, the stockholders right to dispose of his
stock shall become unrestricted.
" The appearerS here declared that they
have subscribed, respectively, TO the following
number of shares Of the capital stock of this
Canal street, New Orleans, $50 shares; s. T.
Redfern, 47O2 Perrier street, New Orleans,
% shares: Adam Estopinal. St. Bernard P.
Louisiana Abstract Bldg, New Orleans, 10
shares; Charles f. Wermuth. 7lS Hennen
building, New Orleans, shares.
The said subscription of ID. c. O'Malley
shall be fully paid for and settled by the
transfer by him to this corporation of all the
assets, property, business and goodwill of the
American Fish, Game and Oyster Company,
Of New Orleans; a detailed and itemized
statement and description of such property
being hereto annexed, and the said property
and goodwill having been appraised by the
directors Of the present corporation at the
values set forth in the said annexed memo
randum.
The shares of stock subscribed for by S F.
Redfern have been fully paid for by and will
be delivered TO him in consideration for, his
services in promoting, organizing and estab-
fishing the present corporation.
VI. All the powers of this corporation shall
be vested in, and be exercised by, a board of
directors, to be composed at the present time
OF five stockholders, who shall be elected at
a stockholders meeting to be held for that
purpose, annually, on the first Saturday of
August, at the domicile of the corporation.
At its first meeting, following election, the
directors shall elect from their own number,
for the term of one year, a president, vice
president and treasurer, who shall remain in
Office until their successors have been duly
elected and qualified, and who shall perform
such duties as are assigned TO them, respect
lively. by the directors and as are provided
by the bylaws, rules and regulations to be
adopted for the operation of this corporation.
The directors shall also designate and appoint
secretary for said corporation, who shall hold
Office at the pleasure of said board, and who
need not be a stakeholder.
At any time, the stockholders of this cor
poration, at a special meeting called for that
purpose, may increase the number of direc-
tors, but the total number of the directors
tional directors thus elected shall hold office
for the unexpired term, and their successors
shall be elected as provided herein.
VII. The first board of directors of this
corporation shall be composed of Messrs. d.
c. O'Mauey, 1884 Canal street, New Orleans,
s. f. Redfern, 400 Perrier Street, New Or
leans, Adam Estopinal, ST. Bernard p. o.,
La, Dr. c. ]. Landfried, 600 Louisiana Alb
stract Building, New Orleans, and Charles Z.
Wermuth, 7l8 Hennen Building, New Orleans;
with Mr.. d. c. O'Malley as president, Mr..
s. E. Redfern as vice president, and Mr.. c. E.
Wermuth as treasurer; and these directors
and officers shall serve until the first Satur-
day of August, 1917 (when the first election
of directors, under this charter, shall be
held, or until their successors have been
duly elected and have qualified
Done and passed in my Office, at New Or
leans, the day, month and year first above
written, in presence of Messrs. Delvaille II.
Theard and Frederick Leland, competent wit
nesses, who have signed with the appearers
and me, notary, after due reading.
Original signed: d. c. O'Maley, 800
shares; s. f. Redfern, 90 shares; Adam Es-
topinal, shares; Chas E. Wermuth, shares;
c. J. Landfred, NJ. D., 10 shares.
Witnesses: Delvaille H. Theard, Frederick
Leland.
GUS. A. LLAMBIAS, Not. Pub.
l. the undersigned recorder of mortgages IN
and for the parish of Orleans, State of Lou.
isiana, do hereby certify that the above and
foregoing act of Incorporation OF the Ameri-