The herald., 1919-01-23
CHARTER

that will permit the same the business Of
canning, packing and preserving SHRIMP
gether with vegetables and fruits OF all
kinds. and such other foods and like articles
as this corporation may desire 10 can, pack
or preserve; TO engage IN and carry on me
business Of fishing for, buying, selling and
dealing in shrimp, oysters and tish' ana
such other sea-fOOds, either raw or canned
or preserved; to plant and grow oysters ana
10 operate oyster beds therefor; TO engage
in and carry on the business OF buying
selling and dealing in vegetables, fruits
and other foods, either raw, canned or pre-
served; TO engage in and carry on all such
business, whether related thereto or not
which this corporation may deem necessary
and proper for the purposes Of carrying into
effect the objects OF this corporation; 10
own. hire lease and operate such factory or
factories. boats, dredges, railroads, plants
canals, telephones, telegraphs and tranSpor-
tatiDn lines and such other appurtendnCes
and appliances and to own such other prop
erty, and do such other acts as this corpo
ration may deem, advisable 10 carry into ct
feet the objects for which this corporation
is organized. and this corporation shall have
all other rights, privileges and powers nee
essary for the purposes herein set forth, and
not repugnant TO the laws OF the State OF
Louisiana such states, territories or pos
sessions of the United States or foreign
countries in which they engage in business.
ARTICLE IV-It shall have all the
rights and privileges granted by law to
such corporations; shall have the power to
contract, sue and be sued in its corporate
name, to make and use a corporate seal, and
the same to break and alter at pleasure; to
buy, own, hold, lease, receive, convey. mort
gage, hypOthecate or pledge property, both
real, personal and mixed, 10 issue bonds,
notes and other obligations; to have, en-
gage and employ such officers, managers
and employees as the business interests and
convenience of the corporation may require :;
to make, adopt or establish such bylaws,
rules and regulations in the corporate name,
not repugnant to the laws OF the State OF
Louisiana, or other States, Territories or
possessions of the United States or foreign
countries in which they engage in business,
or the charter Of this corPoration,. or the
management of this corporations affairs, as
the stockholders and Board of Directors may
deem necessary and expedieut.
ARTICLE V.-The capital stock OF this
company shall be One Hundred Thousand
Dollars (Sl00,0O.0O), represented by one
thousand shares of stock OF the par value OF
one hundred dollars (Sl00O0) per share. The
stock shall be paid for in cash when sub
scribed for. or it may be issued at not less
than par in payment for property actually
received.
ARTICLE VI.-This corporation shall be-
soon as Thirty-five Thousand Dollars (S55,.
COOOO) of stock shall have been subscribed
for. Said capital stock may be increased
in any manner provided for by the laws OF
this State, and whenever an increase OF
said capital stock shall have been authorized,
fifteen days written notice shall be given
to each stakeholder within which time the
present stockholders in the corporation shall
have the right to subscribe to said increase
of stock in proportion to the number OF
shares of stock held by them ands which
shares shall be paid for at such time and in
such manner as the Board of Directors may
direct. After the expiration OF the SAID
subscriptions and payment, the Board OF Di-
ms of shares
for the benefit OF the corporation, in such
manner as they think proper, at not less
than par.
ARTICLE VII.-No stockholder shall sell
of the capital stock of this corporation until
ten days prior notice of such intent to do
so shall have been given in writing to the
corporation, during which time any one or
more of the stockholders shall have the
privilege of purchasing said stock offered,
at the actual value, based upon the books
of the corporation. All transfers of stock
shall be made on the books of the cor
poration by surreenderinng the certificate there
of to the presiding officer, who shall write
| the word cancelled prominently across the
| face thereof and erase the Presidents sig
nature therefrom before issuing a new GER
| tificate.
ARTICLE VIII-At all elections by, or
meetings of, the stockholders, each share
shall be entitled to vote, to be cast
either by the person in whose name the
| stock appears on the books Of this corpora
| ton at the time OF voting, or by an attorney
| holding said stockholders written proxy.
| ARTICLE IX.-The business and corpo.
rate affairs of this corporation shall be
| transacted by a Board of Directors of not
less than three Directors, more than
| five Directors, to be composed of stock
holders thereof, and they, and each of them,
| shall be elected at meeting TO be held for
| that purpose. Any vacancies in the Board
| of Directors so elected shall be filled by the
said Board of Directors. Messrs. G. h.
Dewitt, Louis Goldman, Sam Goldman. shall
constitute the first Board of Directors, and
| shall hold office until the Second Monday
| in January, or until their successors are
elected and qualified, and each subsequent
Board shall have their seats Immediately
ter practicable, and shall hold their of
| flee until their successors shall have been
elected and qualified IKE Directors here
| inabove named shall elect their own officers
| On the second Monday of January, 1919, and
annually thereafter, an election for Direc-
tors by the stockholders shall be held at
the office of the corporation, after fifteen
days notice thereof shall have been given
| by notice mailed to each stakeholder at his
last known address. Every Board of Di-
| rectors shall, at its first meeting after its
| election, soon thereafter as practi-
cable, elect from their own number a Presi-
dent, Vice-President and a Treasurer. The
| Board of Directors shall also elect Sec
rotary, who may, or may net, be a mem.
Der of the Board The office of the Score.
| tary and Treasurer may be filled by one
| and the same person, at the discretion OF
| the Board. failure to elect directors on
the date above specified shall not dissolve
the corporation, but the then existing Board
| OF Directors shall continue in office until
their successors are elected. Fifteen days
prior notice shall be given in the manner
/ hereinabove provided, which notice shall be
| full and complete notice to all stockholders
| of such meeting. Any director shall have
| the right to be represented at any meeting
| OF the Board of Directors of this corporation,
| by an attorney holding the Directors writ
| ten proxy. The majority of the members
| OF the said Board of Directors shall consti-
tute quorum for the transaction and man.
agement Of all business of said corporation.
| They may make such bylaws, rules and
| regulations as they think proper for the
| transaction of the business and affairs of
4 said corporation.
| ARTICLE X.-This act of incorporation
may be changed, modified or altered, or said
| corporation may be dissolved with the as.
| sent Of three-fourths of the amount of stock
| present or represented at any general meet.
ing OF the stockholders OF said corporation,
convened for that purpose, after previous no
tice gwen IN the manner hereindbove set
| forth in Article IN. But any and all meet
ings OF stockholders. whether for the pur-
pose OF liquidation or for any purpose, NAV
| be held at any time without notice by un-
| animous consent of all stockholders filed in
| writing by the Secretary.
| ARTICLE NI-The President and act
| ing President, may, in his discretion, and
| shall upon the written request of one stock
holder. call special meeting of the stock