The herald., 1921-02-24
CHARTER

of not less than three ~ nor more than
seven "a stockholders, but until other
wise authorized by majority rore of the
stockholders at any annual meeting. the
Board of Directors shall consist of four "a
stockholders.
The officers of this corporation shall be
a President, q Vice President, a Secretary
and a Treasurer.
The following persons shall be and con-
stitute the first Board of Directors: p. A.
Dubus. 1874 Louisa Street; Arthur Yapcey,
1925 Nashville Avenue; ID. b. ii. Cnafe,
l44S Jackson Avenue; A. Giffen Levy, 1l14
Pension Street; all in New Orleans. La,
and the said p. A. Dubus shall be Prcsi-
dent, the said Arthur Yancey shall be Vice
President, the said ID. b. II. ChdfTe shall
be Treasurer. and the said A. Giifen Levy
shall be Secretary of this corporation.
During the absence of the President, the
Vice President shall act and preside.
The annual meeting of the stockholders
| of this corporation shall be held on the
| first Monday of February, 1922, and an
nually thereafter. and at such annual meet
| ing a Board of Directors shall be elected.
The failure from any cause whatsoever
| to elect Directors on the day named for
| that purpose shall not dissolve the copper
alton, but Directors then in Office and
| the officers of said corporation shall hold
| over until their successors are chosen and
qualified. In such event the President
| shall cause another election to be held
| within thirty 500 days. and shall give
| notice thereof as now provided by law for
| annual meetings.
At every election and meeting of stock
| holders each stakeholder shall be entitled
| to one Cd vote for each share of stock
| registered in his name, and may vote by
| proxy.
| The election of Directors shall be by a
| ballot. each share of stock shall be entitled
| to one vote, and the majority in amount
| of votes cast shall elect the person or per
sons for whom they have been cast. After
! each election the Board of Directors shall
elect from their own number the officers of
| said company.
| ARTICLE VI.-The Board of Directors
| shall have full power TO fill vacancies in
| their number caused by death. reSgna-
| tiOn or otherwise, from the stockholders
| of the corporation, who are stockholders
| at the time the vacancy occurs. The said
| Board of Directors shall have full control
| of the property of this company. and shall
| conduct, manage and use the same as in
| their discretion they deem tit, and that is
consistent with the objects and purposes
| of this company or the welfare of same
| The said Board of Directors is further au
| thOrized to frame and adopt such bylaw
| rules and regulations as the affairs of the
company may require, and as it may deem
| necessary for the conducting and manage.
ment thereof; provided the same shall not
! be in conflict with this charter or with the
laws of the State or the United States.
The said Board of Directors shall elect
or appoint such officers, agents. employees
| servants and clerks as IL may Seem neces
| Sary for the conducting of the business OF
the corporation; fix their compensation and
| terms of service, provided, however, the
| right to dismiss any employee at said
| Boards pleasure cannot be abridged by
| contract and the said Board shall have tn,
| right to fix and determine the salaries OF
the several officers herein provided for.
ARTICLE VII.-This charter may be
changed, modified or amended, or this
| corporation may be dissolved, at a gen
| eral meeting of the stockholders convened
| for the purpose. with the assent of two
| thirds of the entire capital stock, whether
represented at such meeting or present. al
| as provided by Act 267 of the Legislature
! of the State of Louisiana for the year 1914
| Fifteen (15) days prior notice of such
| meeting shall be given in any daily Eng
lish newspaper published in the City OF
| New Orleans.
| In case of dissolution or termination OF
| this charter, either by limitation of its
| charter or for any other cause, the liquida
| ton of its affairs shall be conducted by
| three (3) commissioners selected from the
| stockholders, and elected at a meeting
called for that purpose as above set forth
| Said commissioners shall remain in Office
| until the affairs of said corporation shall
have been fully liquidated. In case of the
death of one or more of said commission
| ers, the survivor or survivors shall con-
| tinue to act.
| ARTICLE VIII-No stakeholder of this
| corporation shall ever be held liable or re-
| spOnsible for the contract or fault thereof
| in any further sum than the unpaid bal
ance due the company on the shares Of
| stock subscribed for or owned by him, mol
| shall any infOrmality in the organization
have the effect of rendering this charter
null, of exposing a stakeholder to any liza
bility beyond the unpaid balance, if any
| on his stock.
Thus done and passed in my notaria
Office. in the City Of New Orleans, State Of
| Louisiana, on the day. month and veal
herein first above written. in the presence
| of John Dymond, Jr., and Aurora ID. Ed
gar, competent witnesses, Of lawful ag,
and residents of this city, who hereuntC
| sign thei- names together with appeareri
and me, notary, after due reading of thu
| whole, and the signers also declare tina
they have affixed opposite their names th'
number of shares of stock respectfully
| subscribed for by them, and that they de
clare this to be their stock subscription
list.
Louisa ST.. 123 shares; Arthur Yancey
1925 Nashville Ave, 125 shares; d. b. II
Chaffe, HAS Jackson Ave, l share; A Gift
fen Levy, TIA Pension ST., 1 share. To
tai, 250 shares.
Witnesses: John Dymond, Jr., Auror;
ID. Edgar.
RUDOLPH ]. wE1NMANN,
(Seal) Notary Public.
I, the undersigned, Recorder of Mort
cages, in and for the Parish of Orleans
State of Louisiana, do hereby certify tina
the above and foregoing Act of IncorpOra
ton of the American Sea Foods, Inc, wa:
this day duly recorded in my Office, ii
Book 1858, Folio -. New Orleans, Feb
ruary 4th, 1921.
(Signed.) RoBT. SCOTT, by. Rec.
a true copy.
| RUDOLPH J. WEINMANN,
| (Seal) Notary Public.
Feb. 10-Mch. II.
CERTIFICATE OF INCORPORATION OIL
THE PETROLEUM IMPORT & En-
nnnnr con NON ATTAIN INC