The herald. [volume] (New Orleans, La.) 1905-1953, 1915-10-14

nave the effect of rendering this charter nul
whatsoever ~ '
lhIs corporation shall not engage in bust
ness until fifty thousand (S5OGOOO dollar
ol the capital stock shall have been issue,
anu actually paid in, either in cash, property
OF OF S $f as aforesaid If any of the stool
OF thiS corporation is EXCHANGED in whole q,
IN part, for property or good will. in tb9
event the provisions of section three az o.
Act @oI OF 1914 shall be strictly complied win
article N.-All the corporate powers OF thi,
corporation shall be vested in and exercised
,y.i a pIIIu OF directors composed of FIVE Is
sloCKhoIders, each Of whom shall own, in hi.
own Tlght during his term of Office at least
Ott iuli pad, nOn-pledged share OF stock
! Mhlch snail be shown by his written declara.
tn LI'ee OF whom shall constitute quorum
| tpI 'he transaction Of business; provided
me board OF directors are hereby empowered
70 increase, IN their discretion, the number
Ti directors to nine o., in which case five
! 'heTeof shall constitute a quorum.
me oihcers Of this corporation shall con.
! IS, oI president, president, secretary
ana treasurer, all of whom shall be members
/ OF the board of directors The offices of sec
| Ietary and treasurer may be held, if desired.
| ny one and the same person.
Inc following named persons shall consti.
/ tute the board Of directors Of this corroratior
| to-wit: L. II. Price, 27O5 Prytania St: sam,
] uel Michel, 1881 y. Dorgenois St; F. l. Nj.
Chel' !ovO Canal St; I. G. Price 27U5 Prvtania
/ 81; Victor ). Michel, 1889 " Dorgenois ST
/ an residents Of New Orleans Louisiana With
/ l. II. Price as president. Samuel Michel as
wee president, +. !. Michel as treasurer. and
| l. -. Price as secretary. and these directors
! ana oihccrS shall serve until the second Mon
! day IN August, 1917 or until their successors
| nave been duly elected and qualified
Thereafter the directors shall be elected
! annually on the second Monday in August a
each year beginning with the wear lgl7; all
eIeT'lohs OF directors shall be by ballot, and
t"CH st"Ckhoider shall be entitled to one vote
i"' eaCh share OF stock standing in his name
! on the books of the corporation, this vote
10 De cast IN person or by proxy, and II shall
| require majority Of the stock present OF
! represented to elect
Failure to elect the board OF directors on
! me second Monday in August, 1917, or annu-
| ally thereafter, shall not work forfeiture of
| inns charter, but the old board Of directors
>hdlI remain IN office until their successors
are elected and qualified.
Article NL-The board Of directors shall
hold regular meetings at such times as sbaIi
be fixed in the bylaws of this corporation,
lheSe meetings shall be held at the domicile
OF the corporation, but the president may call
special meetings OF the board of directors at
such times as he may deem advisable, and he
shall be required TO call such special meet
ings whenever requested to do 50 by three
members of the board of directors Three
DAYS notice OF such special meetings shall be
given IN writing to the directors unless
ANY vacancy occurring on the board either
from death, resignation, or inability to serve
snail be hlled by the board of directors, at
us next regular meeting after such vacancy
snail nave occurred. The first board of direc-
tors OF this corporation shall be required to
draft suitable bylaws for the government of
tins corporation, which may be altered amend
ed or changed as the exigencies of the case
may require.
Article VII-The stock of this CORPORATION
cd
snail be recorded upon the books of the cor
poratlon before it shall be required to recog-
nize the transfer or the new holder of said
stock. The total amount of the subscribed
stock as herein set forth is the sum of sew
enty-hve thousand (%5OOOOO dollars which
is hereby authorized to be issued fully paid
and worcestershire, for cash, or in exchange
Tor property or services, according to law
Article VIII.-This charter may be mod- |
he'd, or altered, the capital stock thereof in |
creased or decreased, or the corporation may |
be dissolved with the assent of two-thrds of |
the capital stock present represented at
any meeting of the stockholders held for that |
purpose after prior notice in writing to each |
stakeholder or mailed to him at his last |
known post office address, all in accordance !
with the terms of Act 267 of 1914.
Article 1X-At the expiration of this char
ter, the earlier dissolution of this corpor- |
alton for any cause, its affairs shall be liqui- |
dated by one or more liqudators to be elected |
by the stockholders, all of whom shall hold |
stock in said company and said commission |
ers are hereby vested with full power and |
authority TO liquidate the affairs of said COM
pany, with full power TO act under the terms |
Of section thirty go; of Act 267 of 1914
Article N.-The appearers hereby declare
that they have subscribed to the following
aumber of shares of the capital stock of this |
to-wit:
La, four hundred and twenty-four shares;
Samuel Michel, 1881 y. Dorgenois ST., New
Michel, 200 Canal ST., New Orleans, La, one
Michel, 1899 n. Dorgenois St, New Orleans.
La, seventyfive shares; T. G. Price, 27O5
Prytania ST., New Orleans, La, one share.
The said subscriptions of L. H. Price, E. J.
Michel and T. G. Price shall be fully paid for
and settled by the transfer by them to this
corporation of all the assets, property, bust.
ness and good will of the United Fish and
Oyster Company, Limited, of New Orleans,
acquired by them by purchase from the liqu.
iators OF said company; an accurate, detailed
uch property being hereto annexed, to be
cad in connection herewith, and the said
property and good will having been duly ap-
PRAISED by the directors of this corporation
It the values set forth in said annexed men,
randum.
The said subscriptions of Samuel Michel
md Victor s. Michel shall be fully paid for
nd settled by the transfer by them to this
corporation of certain property, real and per-
onal, an accurate and itemized statement and
description of said property being hereto an
exed, to be read in connection herewith,
nd said property and good will having been
uy appraised at the values set forth in the
aid annexed memorandum. In addition TO
aid annexed memorandum. In addition to
he stock hereby exchanged for said property,
hall be paid the sum of fifteen thousand
Sl5,0000O dollars, in cash, by this corpora
ion for said property, in accordance with
heir agreement and contract with this conn.,
any.
Thus done and passed, in my Office, in the :
ear, first above written, in the presence of ,
I. Clair Adams and Arthur p. Portas, COM :
etent witnesses, who have signed these pres 5
nts together with the said atlantis and me- | /
otary, after due reading of the whole. a
Original signed: L. H. Price, four hundred a
nd twenty -four shares; Sam. Michel, seventy
We shares; Z. ]. Michel, one hundred and c
twenty-five shares; Victor s. Michel, seventy y
We shares; Thos. G. Price, one share. Wit 0
esses: St. Clair Adams, Arthur P. Portas. c
JOHN R. UPTON, Not. Pub r
/, the undersigned recorder of mortgages
and for the parish of Orleans, State of 6
ouisana, do hereby certify that the act of :
corporation of the Samuel Michel and Son \
ompany, Incorporated, was this day duly \
corded in my Office in book 1857, folio -. /
ew Orleans, September 10, 1915. 4
(Signe0 EMILE J. LEONARD, D. R.
A true copy: j
stamp &
New Orleans, La, Sept. 10, 1915. -
JOHN R. UPTON, Not Pub. h
pit Is q 30 oct 7 49, a