The herald., 1922-01-05
CHARTER.

pledge or otherwise receive or dispose
OF property, real. personal ana mixed,
corporal and ineOrpCreal, to issue bonds
and if desired to secure the same by
mortgage; 10 buy and hold stock in other
companies incident TO the objects and
purposes or to the expansion of the bust
ness interests Of the corporation; TO name,
elect and appoint such managers. agents.
directors or officers as its business in
terests may require, and TO make and
establish. alter and amend its bylaws,
rules and regulations for its proper gov
eminent. may Toe deemed necessary
and proper. and generally tu do any and
all things incident to or necessary and
proper for the extension of the business
in which the corporation i engaged.
ARTICLE H-This corporation shall
be dOmciled in the city 81 New Orleans.
in the State of Louisiana, and all eta
tiOns or other legal process shall he
served upon the President Of the corpora
ton, and in the event of his absence,
upon the Vice President.
ARTICLE III-The objects and pur-
poses for which this corporation i organ
. lied and created. and the nature of the
business to be carried on by il are de
clared to be as follows:
To manufacture, buy, sell. deal in. i'm
prove. treat. preserve. uiHrralize. aerate.
put up, bottle. can. and otherwise pack.
and in any manner TO originate, market.
and handle, mineral waters. S"ltZer. soda
I pop. carbOnated water. soft drinks ce-
( real beverages. Syrups, extracts, vinegars.
flavOringS. celOringS, condiments. fruits.
/ fruit juices root beer, chemicals and
chemical compounds. pharmaceutical and
medicinal, chemical. industrial and other
] preparations and compounds. the raw pro
ducts and materials from winch all of
above may be made, and any and all by
products thereof.
To carry on the business of Gamers.
. hOttlprS hackers cork dealers .
/ to manufacture, buy. sell. deal. in. and
In any manner use and handle machines.
devices, vessels. syphons. filters, cans.
bottles, apparatus, appliances and all
kinds of receptacleS and containers.
! TO apply for. obtain. register. purchase,
lease or otherwise To acquire. hold use.
own. operate. introduce, sell. assign, or
3 otherwise dispose of any trade marks
trade names, patents. inventions. improve
mentS and processes in the United States
I of America or in other countries.
/ And in general to conduct Il wholesale
! and retail manufacturing business for
I the purpose of efecting the foregoing. and
to that end to engage in foreign as well
as domestic commerce in IN" United
States. its territories and dependencies.
and in foreign countries.
To conduct and carry on all such other
! businesses as may he needed or c0nven-
| lent for properly eflecting the aforesaid
purposes and enhancing the value Of the
property. rights and interests of the cor
/ pOratiOn.
- ARTICLE IV-The capital stock Of this
corporation is hereby fixed at the sum
| of Thirty Thousand Dollars (S3OOOOGG),
! and shall be divided into and represented
/ by Three Hundred C30oj shares of one
! Hundred Dollars CSlO0OO) each.
! Said stock shall be paid for in cash
or its equivalent. as provided by law. and
in such manner and at such times and IN
such installmentS as may be prescribed
/ by the Board Of Directors.
This corporation shall become going
/ concern and shall be authorized to com
mence business when Fifteen Thousand
Dollars (Sl5.O00OO of its capital stock
| shall have been subscribed for. as pro
vided by law, and when Seventy-five Hun
dred Dollars (S7,JO0O0D Of the capital
stock shall in fact have been paid for
either in cash or its equivalent.
ARTICLE V-The capital stock of the
corporation may he increased To the sum
Of Fifty Thousand Dollars $50 .0O).
by two-thirdS vote of all the stock
present or represented az a special meet
ing called for that purpose, or at Il reg
| ular annual meeting of the corporation.
ARTICLE NI-All certificates of stock
| issued by the company shall be signed
by the President or Vice-President aud
countersigned by the Secretary.
The stock of this corporation can be
! transferred only on the books of the cor
poration and subject to such regulations
and fOrmalitieS as NAV be by the Board
of Directors from time to time prescribed
No stakeholder shall he permitted to sell
| or otherwise dispose of his stock without
| first Offering the same in writing to the
other stockholders. through the Board of
Directors, at price not exceeding the
book value thereof. and the stockholders
shall have an option and first right to pur-
chase all the shares of stock to be thus
disposed of, and shall have period of
ten days in which to accept or decline
such offer of stock. should the Board of
Directors or the stockholders decline to
purchase said stock, then the stakeholder
sOr stockholders who made the offer TO
sell or otherwise dispose of the stock,
may sell or otherwise dispose of IL In any
manner and at any price that he or they
may see fit. But each share of stock Is
issued under the condition and under
standing that no stakeholder shall make
sale or transfer of his stock in viola
ton of this provision; and such sale or
transfer if made. shall be void. and this
company shall be under no obligation
to list said stock on its books or to re-
gard the holder of the certificate thereof.
ARTICLE VII-The corporate powers
of this corporation shall be vested in and
exercised by Board of Directors COM
posed of four stockholders. three of
whom shall constitute a quorum for the
transaction of business.
The Directors of this corporation may
vote in person or by written proxy at
any of the meetings of the Board of hi.
rectors and the Board of Directors may
delegate any of its powers to any officer
or officers or any other representative of
the company by Appropriate resolution to
that effect.
The first Board of Directors of this
company shall be composed of the fol
lowing:
Victor Loisel, NJ NJ Levy, J. u. Di-
carlo, e. W. Weinberger. with Victor Loi-
sci, President: NJ NJ. Levy. Vice Presi-
dent; J. ID. Dicarlo. Secretary; c. W.
weinberger, Treasurer.
And they shall serve until the second
Wednesday in January. 1923. or until
their successors are elected and qualified.
The Directors shall be elected annually
by the stockholders, at meeting held
on the second Wednesday of January in
each year thereafter.
Notice of such meetings shall be given
fifteen days prior to the date of the meet
ing. in writing. and sent to each stock
holder at his last known address,
Each stakeholder shall at such annual
meeting or other meeting. general or
special, be entitled, in person or proxy,
to one vote for each share of stock owned
by him.
Elections shall be held under such rules
and regulations as may from time to
time be determined by the Board of
Directors.
The Directors when elected shall hold
Office for one year until their success
sors shall have been elected and qualified;
and failure to hold the annual meeting
of stockholders or to elect annually the