Exhibit 3.1
This composite of the Restated Articles of Incorporation of Publix
Super Markets, Inc. (the Corporation) reflects the provisions of
the Corporation's Restated Articles of Incorporation as restated
on June 25, 1979 as amended by (i) Articles of Amendment dated
February 22, 1984, (ii) Articles of Amendment dated June 24, 1992,
(iii) Articles of Amendment dated June 4, 1993, and (iv) Articles
of Amendment dated April 18, 2006.
COMPOSITE RESTATED ARTICLES OF INCORPORATION
OF
PUBLIX SUPER MARKETS, INC.
Pursuant to Florida Statute 607.194 (1977), PUBLIX SUPER
MARKETS, INC., originally incorporated under the name LAKELAND
GROCERY COMPANY and whose original Articles of Incorporation were
filed with Florida's Secretary of State on December 27, 1921,
hereby integrates all of the provisions of its Articles of
Incorporation and Amendments thereto which are now in effect and
operative as a result of having been previously filed by the
Department of State.
ARTICLE I
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The name of this Corporation shall be PUBLIX SUPER MARKETS,
INC. and its principal place of business shall be in Lakeland,
Polk County, Florida, but it may establish branch places of
business in any other city, county or state, and it may change its
principal place of business by a majority vote of the stockholders
of the Corporation.
ARTICLE II
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This Corporation is organized for the purpose of transacting
any and all lawful business permitted under the Florida General
Corporation Act.
ARTICLE III
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The amount of common capital stock authorized is One
Billion Dollars ($1,000,000,000) divided into One Billion
(1,000,000,000) shares of stock at a par value of one dollar
($1.00) per share. The holders of common capital stock of this
Corporation shall have no preemptive right to subscribe for and
purchase their proportionate share of any additional common
capital stock issued by this Corporation, from and after the
issuance of the shares originally subscribed for by the
stockholders of this Corporation, whether such additional shares
be issued for cash, property, services or any other consideration
and whether or not such shares be presently authorized or be
authorized by subsequent amendment to these Articles of
Incorporation. The Board of Directors of this Corporation shall
have the authority to acquire by purchase and hold from time to
time any share of its issued and outstanding common capital stock
for such consideration and upon such terms and conditions as the
Board of Directors in its discretion shall deem proper and
reasonable in the interest of this Corporation.
ARTICLE IV
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This Corporation shall exist perpetually.
ARTICLE V
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The business or businesses of this Corporation shall be
conducted by its officers and Board of Directors, which Board of
Directors until changed shall consist of seven persons but the
number of Directors may be increased from time to time by an
amendment by the Board of Directors of the By-Laws of the
Corporation but the number of Directors shall never be less than
three.