The herald., 1913-10-30

and may adopt and use corporate seal 1t
may name, appoint and employ such man
ayers, directors oncers, agents ana other
employees as It's 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 immuntleS which are pres
emily or which may hereafter be granted 10
corporations under the constitution and
ARTICLE 1.-THE domicie 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 bc 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
ARTICLE IG-Thc objects and purposes
for which this corporation Is formed are
hereby declared To be 6" acquire. own and
operate one or more bOttling plant : to
manufacture soda water, pop, mineral va
ter~ phosphate and rarbouat"d and other
non. alcoholic drinks. SyrUpS and their con
StifucuI~ and component parts: TO buy. sell
and generally 10 deal I'm such products, and
To do any and al things incidental 10. or
necessary. or convenient in the conduct OF
said business.
ARTICLE " The capital stock ot this
corporation is hereby fixed at the sum of
tiftrru thousand dollars lJ.OOO. OOD. III
vided into one hundred and fifty tlIor
shares OF me par N3lur hI one hundred
dollars tNluuoOb each and said corpora
tion shall be authorized TO commence bust
ness as soon aS ten thousand dollars
,Sl0.0OOOO) Of said capital stock shall have
been subscribed for. said capital stock
shall hc fully paid and worcestershire. and
shall be issued only for cash or In payment
for property, mOvahl" or immovahle. actual
~ purchased by conveyed TO 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 prr-
Suant TO and in accordance with its char
Ter and by y-laWS.
ARTICLE v-The business and affairs Of
this corporation shall he managed and con
duried by. and the corporation powers
thereof shall T." veSter in and exercised hv
board or nv" directors. 10 he elected from
among the stockholders ~ the COMPANY
.Ihr"e directors present I'm person only
snail constitute" quorum for the tranSac-
| ton OF all business Of the corporation II
shall De- lawful for any member OF said
| board absent from the city ~ New Orleans
| 10 vest fIl power in any other director
present in said city - vote and acr for him
| ar any and all meetings Of the board Of
directors.
ARTICLE vII-Tho officers Of said cor
! poration shall consist of a President Vice
| President. Secretary and Treasurer The
| offices of Secretary and Treasurer may De-
| heid by the same person. The board Of al
| rectorS may vest the ordinary conduct OF
| the affairs Of said corporation in a manager
who may at the same time, be any Of the
| foregoing officers
ARTICLE vII-Untu the first Monday IN
November. 1914. or until their successor,
are lected and qualified. the following
named persons shah constitute the boar,
| of directors ~ said corporation Edwin W
| Army. Dr. Henry V. Army. Fahiu~ C. God
bold. Wallace \. HatknSon and g. l..
! Army, with said Edwin W. Arnev aS PrnSi
dent and Manager. FabiuS &. GodbOld n,
Vic" President. and W. \. Uatkinsan a
! Secretary and Treasurer.
ON the first Monday in November. 1914
and annually thereafter. a meeting of III,
held AT its domicile for the purpose .
electlnS directors for the ensuing year. SaiC
election shall he by ballot: each share o
stock shall he entitled to one vote and tn,
ma iority vote shall control
/ Failure from any cause whatsoever Z,
hold said annual meeting or to elect III
rectorS at the appointed time shall not dis
solve the corporation. hut the directors an,
officers then in offre shall hold over unit
their successors shall have been duly elcCte,
and qualified
Except as otherwise provided bv law. al
meetings Of stockholders for the election o
directors. or for any other purpose. shall ~
given in writing by the Secretary al leaS
ten days prior 70 the date fixed for sal,
meeting and shall he either delivered per
Sonallv 70 the stockholders or mailed to eaCl
one Of them. addressed to his last know
place of residence. ANY notice required b.
this charter or hv the law to he gvel
may be waived by any StockhOlder In writ
inc.
ARTICLE VIII-Tmmediately upon tn
election OF the board Of directors annuall
they shall meet and select from their owl
number a president. a vice president and
secretary. and from among themselves o
from among the stockholders treasurer
Said board shall have the power to appOin
such other agents and employees and 10 er
act such bylaws, rules and regulations a
may he necessary and proper for the cor
duct of the business Of the corporation. 1
case OF a vacancy on the board Of director
or among the officers. the vacancy shall b
filed by the remaining directors.
ARTICLE IX-Except as otherwise pro
vided nv law. this charter may be amendP
> or altered. and the corporation may be dit
, solved by a vote Of twO-thirds in amour
Of the Capftal stock present or represente
at a meeting Of the stockholders called %
pecially for that purpose: provided that
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 h
: limitation or upon dissolution Of the co
K pOration under the terms OF this charte
1 its business and affairs shall he liquidatc
S hv two commissioners elected bv the stool
D holders at general meeting called for tbs
purpose. Said commissioners shall have II
+ entire charge Of the liquidation. with a,
' thOrity TO sell and diSDOse OF the asset
. Of the corporation and In case Of the deaf
q or resignation Of commissioner duriu
+ the terms Of his duties, or in case OF h
: failure or refusal to act. the remainir
( and shall proceed with che liquidation.
Y ARTICLE X-No stOckhOlder shall eve
& he held liable or in any manner reSpons
; BILE for the contracts or faults Of the co
l. Doratinn beyond any unDaid balance tn;
NAV he due 70 the corporation on shares
r stock subscribed for bv him: nor shall al
$ mere informalitv in this act or In the o
r ganiZatiOn Of this cOmnany have the cffe
n Of rendering this charter null or OF expo
d ing stockholders to any liability beyond sue
n unpaid balance.
e Amended hereto Is the original stot
!, subscription OF said corporation.
: Thus done and passed in my office at Il
d CITY Of New Orleans. on the day, mOn
and year first hereinahOve written, In q
d presence Of George W. SchwPitzer and r.
L Ramos. competent witnesses. who hereun
sign their names with said apDearers Al
Il me notary. after due reading OF the whoI
e G.. +. Army. forty-two shares Wallace
!. Hutchinson. one share Edwin W. Army o
= share: Henry V. Army. fOrty-two shar
D. Cner F. ". Arnyl Elizabeth 8. Godhol
5, rortv-one shares: to authorize nv wife,
;, lC. Godhold. F G.. GOdbOld. one share.
Geo. W. Schweitzer
s Robert r. Ramos.
), ALEXIS BRIAN.
NofdrU Public.
G. I. the undersigned deputy recorder
$, mortgages IN and for the parish OF OrleaI
Il state OF Louisiana. do hereby certify tn
e the foregoing act OF incorporation or I
e "DICKY BIRD COMPANY was this d
y duly recorded In my ONCE In book III
;. New Orleans. Ia. October 18. 1913.
!. EMILE LEONARD. Deputy Records
$ hereby certify the foregoing to be
i true and correct copy of the original ems
Il ter and of the certificate OF the deputy
= corder thereto attached.
u New Orleans, La, October 16, 1913.
y ALEXIS BRIAN, Notary Public.
q .