The herald., 1921-03-03
CHARTER

OF not less than three (3) nor more than
seven (7) stockholders; but until other.
wise authorized by majority vore of the
stockholders at any annual meeting the
Board of Directors shall consist Of four IA
stockholders.
The officers of this corporation shall be
President. Vice President, Secretary
and Treasurer.
The following persons shall be and con-
stitute the first Board of Directors: P. A
Dubus, 634 Louisa Street; Arthur Yancey
1929 Nashville Avenue; ID. y. Ii. Cnaffe
144S Jackson Avenue; A. Giffen Levy l1l4
Pension Street; all in New Orleans la.
and the said p. A. Dubus shall be Presi-
dent, the said Arthur Yancey shall be Vice
President, the said d. B. Fl. Chaffe 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 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 % 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 I'LL vacancies in
their number caused by death. resigna-
ton 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 fit. 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 bylaws
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.
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 the
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 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. all
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 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, nor
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 notarial
Office in the City of New Orleans, State of
Louisiana, on the day, month and year
herein first above written, in the presence
of John Dymond, Jr., and Aurora ID. Ed
gar, competent witnesses, of lawful age
and residents of this city, who hereunto
sign Their names together with appearers
and me, notary, after due reading of the
whole. and the signers also declare that
they have affixed opposite their names the
number of shares of stock respectfully
subscribed for by them, and that they de-
clare this to be their stock subscription
list.
Original signed.) P. A. Dubus, 6s4
Louisa ST.. 123 shares; Arthur Yancey,
1925 Nashville Ave-, 125 shares; d. b. H.
Chaffe, 144S Jackson Ave-. 1 share; A. Gift
fen Levy. lila Pension ST., / share. To-
tai, go shares.
Witnesses: John DymOnd, Jr, Aurora
RUDOLPH ]. wEINMANN,
+(Seal) Notary Public.
/, the undersigned, Recorder of Mort
cages, in and for the Parish Of Orleans,
State of Louisiana, do hereby certify that
the above and foregoing Act of IncOrpora-
tion of the American Sea Foods, Inc, was
this day duly recorded in my Office, in
Book 1858, Folio -. New Orleans, Feb
ruary 4th, 1921.
(signed) RoBT. SCOTT, Dy. Rec.
A true copy.
RUDOLPH J. WEINAIANN,
(Seal) Notary Public.
Feb. 10-Mch. IL.
CrprrUrC .rr oE rNroDpnn aUUoN Or,