The herald., 1913-11-27


accept mortgages, pledges or other forms OF
security for money loaned or other debts
due to 1t 1t may contract, sue and be sued,
and may adopt and use a corporate seal it
may name, appoint and employ such man
ayers. directors, officers. agents aud other
employees as its interests and convenience
may require, and may make and establish
such bylaws, rules and regulations for the
proper management and control Of its af-
fairs as may be necessary and proper: and
shall generally possess all powers. rights,
privileges and immunities which are pres
emily or which may hereafter be granted TO
corporations under the constitution and
laws OF this state.
ARTICLE 1.-THE domiclle OF this cor
pOratiOn shall be in the city OF New Or
leans, parish Of Orleans state of Louis
lana and all citations and other legal
process shall be served upon the President,
or in the event OF his absence, upon the
Vice President, or In the absence OF both
Of said officers, upon the Secretary Of said
corporation.
ARTICLE III-The objects and purposes
for which this corporation is formed are
hereby declared to be TO acquire, own and
operate one or more bOJtiing plant 5 10
manufacture soda water, pop. mineral wa
tiers. phosphate and clrbOuatcd and other
nOn-alcohOic drinks, Syrups and their con-
Stitnents and component parts; TO buy, sell
and generally to deal in such products, and
to do any and all things incidental to, or
necessary, or convenient in the conduct OF
said business.
ARTICLE Iv-The capital stock OF this
corporation Is hereby fixed at the sum of
fifteen thousand dollars tSl5. 900 0OD. di-
vided into one hundred and fifty GJOl
shares Of the par value Of one hundred
dollars iSlOOO0) each: and said corpora
ton shall be authorized TO commence bust
ness as soon as ten thousand dollars
tSlO,OOO00) Of said capital stock shall have
been subscribed for. Said capital stock
shall be fully paid and worcestershire. and
shall be issued only for cash or In payment
for property, movable or immOyable. actual
ly purchased by, conveyed 10 and received
by said corporation, or for labor done or
services rendered.
No transfer OF said capital stock shall
be binding upon this corporation unless re-
corded on the books thereof and made pur-
Suant TO and In accordance with its char.
ter and bylaws
ARTICLE y-The business and affairs of
this corporation shall be managed and con-
Quoted by, and the corporation powers
thereof shall be vester in and exercised by
a board of five directors to be elected from
among the stockholders OF the company
.IlTee directors present in person only
SnaH constitute quorum for the tranSac-
ton OF all business Of the corporation. II
shall he lawful for any member OF said
board absent from the city Of New Orleans
10 vest fall power in any other director
present in said city to vote and act for him
at any and all meetings of the board OF
ARTICLE vII-The officers OF said cor.
pora zion shall consist Of n President a Vice
PRESIDENT, Secretary and a Treasure The
offices of Secretary and Treasurer NAV he
held by the same person. The board Of d.!
rectorS may vest the ordinary conduct Of
the affairs OF said corporation in manager
VINO NAV, at the same time, be any OF the
foregoing officers.
=. ARTICLE, YII-Until the first Monday in
November, 1914, or until their successors
are elected and qualified. the following
named persons shall constitute the boa I'd
OF directors OF said corporation: Edwin W
Army, DIR. Henry V. Amy. Fabius c. God.
bold Wallace A. Hatltnson and 9. l..
Army, with said Edwin W Arney as Presi
dent and Manager. Fabius c. GOdbOld as
vice President, and W. A. Hatkinson as
secretary and Treasurer.
ON the first Monday in November, 1914
and annually thereafter, a meeting OF the
stockholders Of said corporation shall h.
electlng directors for the ensuing wear Said
election shall he by ballot: each share Of
stock shall be entitled TO one vote and the
majority vote shall control.
Failure from any cause whatsoever 10
hold said annual meeting or to elect al.
rectors at the appointed time shall not dis.
officers then in ONCE shall hold over until
their successors shall have been duly elected
and qualified.
Except as otherwise provided by law. all
meetings OF stockholders for the election OF
directors, or for any other purpose. shall be
given in writing by the Secretary ar least
ten days prior TO the date fixed for said
meeting and shall he either delivered ppr.
!
one or them. addressed TO his last known
place OF residence. ANY notice required by
this charter or by the law TO be given
may be waived by any stakeholder in writ.
ing.
ARTICLE vIII-Immediately upon the
election OF the board OF directors annually
they shall meet and select from their own
number a president. a vice president and a
secretary, and from among themselves OF
from among the stockholders a treasurer
Said board shall have the power to appoint
Snch m
act such bylaws, rules and regulations as
may be necessary and proper for the con
duct Of the business Of the corporation. Ir
case OF a vacancy on the board OF directors
or among the officers, the vacancy shall BIZ
filled nv the remaining directors
ARTICLE IX-Except as otherwise pro
vided by law, this charter may be amended
or altered, and the corporation may be dis
solved by vote Of twO-thirds In amount
OF the capital stock present or represented
at a meeting OF the stockholders called es
pecially for that purpose provided that II
order TO dissolve the corporation at leaS'
two-thirds Of the entire capital stock mus
be present or represented at said meeting.
Upon the termination Of this charter by
| Limitation or upon dissolution OF the cor
pOration under the terms OF this charter
its business and affairs shall he liquidate(
holders at general meeting called for thai
purpose. Said commissioners shall have tn,
entire charge OF the liquidation, with au
thority TO sell and dispose OF the assets
| or resignation OF commissioner durini
the terms OF his duties, or In case OF hi
| failure or refusal 70 act, the remaining
commissioner shall declare the ONCE vacan
and shall proceed with the liquidation.
ARTICLE X-No stakeholder shall eve
no held liable or In any manner responsi
bic for the contracts or faults Of the cor
poration beyond any unpaid balance tina
| NAV be due 70 the corporation on shares o.
| stock subscribed for by him: nor shall an!
mere informality In this act or In the or
ganization OF this company have the effec
Of rendering this charter null or Of expos
| ing stockholders TO any liability beyond sucl
unpaid balance.
Appended hereto Is the original stool
| subscription OF said corporation.
Thus done and passed In my office at tn,
| CITY Of New Orleans, on the day, monti
presence OF George W. SchweitZer and R. r.
Ramos competent witnesses. who hereunt'
| sign their names with said appearers anC
me. notary. after due reading Of the whole
G. L. Army. forty-two shares Wallace A
Hutchinson. one share Edwin w. Army. on
| (per r. ". Army Elizabeth s. Godbold
| forty-one shares to authorize nv wife, F
| G. Godbold. r. G. Godbold. one share
Geo. ". SchweitZer.
Robert r. Ramos.
ALExIst BRIAN.
Notnry Public.
I. the undersigned deputy Recorder o
mortgag es. IN and for the parish OF Orleans
state of Louisiana. do hereby certify tina
the foregoing act OF Incorporation Of tn
"DICKY BIRD COMPANY was this da!
duly recorded in my once in book 1119
New Orleans. La. October 1s. 1913.
EMILE LEONARD, Deputy Recorder
/ hereby certify the foregoing to be
and corract cOny Of the original char