The herald., 1917-04-19
CHARTER
OF THE JOSEPHINE FLASPOLLER CON-
PANN, INC.

/ month II March. one thousand nine hundred
/ and seventeen Gql7D. before ne. Josiah Gross
! 4 notary public IN and for the parish Of
! Orleans. State Of Louisiana, duly commits
| stoned and qualified, and N the presence 81
| the witnesses hereinafter named and under
/ signed:
Personally came and appeared the several
! persons whose names are hereGnto subscribed,
! all above the age u majority. who severa!ly
declared that. availing themselves OF the pro
/ visions OF the laws OF the State relative 10
! the formation and organization OF corpora
tlons, and particularly Act No. 2o7 OF the
| legislative acts OF the General Assembly OF
| this state for the year 1914, approved July .,
| 1914. they have covenanted and agreed, and
/ d.. by these presents, covenant, agree and
/ bind themselves, as well as such other per
! sons who may hereafter become associated
! with. or their successors, 10 form and con
| Sti:ute a corporation in law, for the objects
! and purposes, and under the agreements and
! stpua;iors following, to.wit:
! Article The name and title OF this cor
| porati1n shall be: The Josephine Flaspoller
! Company. Inc" and under its said cor
| porate name il shall have the right, power
| and authority TO have and enjoy corporate
existence and succession for the full term
and period OF nluety-nine tS9) years from
| and after the date hereof; to contract, to
/ sue and be sued: 70 make and use a
! porate seal If desired. and the same TO break
| or alter al pleasure; 10 hold acquire, receive.
lease purchase and convey, as well as mort
gage, and hyPo;hecate, property, real per
/ Sonal and mixed. Corporeal or inc0rpOreal;
to name and appoint such managers, agents.
directors and officers as its business interests
| and COnvenieuces may require, and TO make
ara establish, as well as alter and amend,
from time to time, such bylaws, rules and
| regulations for the government Of the affairs
Of said corporation as may be necessary and
proper in The conduct Of said business.
Article 1.-THE domiciie OF said corpora
ton shall be in the city OF New Orleans,
safe OF Louisiana, and all citations or other
legal process shall be served upon the pres
Ident OF said corporation, or, IN the event OF
his absence, upon the viCe-president and
in the absence OF both OF said officers, as the
law directs.
Article, IH.-The objects and purposes for
which this corporation IS formed, and the
carried or by il, are declared to be:
To manufacture and sell dentrifrical so!u;
tons antiseptios and mouth washes and
teeth Eleacher, and particularly to acquire
and manufacture and sell the antiseptic and
teeth bleacher named-"The Josephine Git
r1n'zed Compound" all over the United
, States and foreign countries. and IN cOnec-
ton Herewith TO purchase, import, manufac-
lure and sell chemical raw products in order
10 manufacture same, and in addition thereto
to take over, purchase and acquire formulate,
: trademarks and trade names of persons,
. firms and corporations DESTROYS of disposing
5 Of same, and to purchase and acquire and
: manufacture any other articles OF chemlca.
] ingredients, toilet articles and supplies, and
in order to properly conduct the said bust
ness, to purchase, acquire or lease lands,
! buildings and improvements and 10 build
{ thereon suitable buildings ana structures
: such the nature OF the business may re:
= quire: 20 advertise through newspapers, mail
a and by circular and all other lawful means
the aforesaid compound, and 10 manufacture
therefor required and applied for through the
United States Patent Office or other Federal
\ Departments; and. in general, to acquire all
such horses, mules, vehicles and parapher-
I malta necessary 10 carry on said business
. Mr.. william Flicker the owner of the for.
3, mula Of the Citronized Compound has turned
+ Flicker. formerly Josephine Flashpoller, said
= Mrs Flicker transfers all her said rights tC
= said corporation for two thousand hve hun,
n dred and fifty (S255OOO dollars of the full
? paid and worcestershire stock OF the said cor
n poratOn.
= Article IV.-The capital stock of this cor
. poration is hereby fixed at the sum of five
e thousand Cs5OOO.O0) dollars. divided into five
: value Of ten $1,000. dollars each. The cor.
;; poration shall have The right to increase it,
L capital stock up to the further sum OF ter
thousand $4,000 dollars, TO be divided int
d shares Of ten $1,000 dollars each, provided
;, that said increase shall have been authorized
{ by the stockholders at a meeting held .pur
{ Suant to law, at which two-thirds OF all Of
il It's stock shall vote therefor, after having
y received due notice in writing from the cor
: poration of the purpose to submit the matte
. to he stockholders, provided that the ixeC
= increase IN stock, II authorized shall o.
S | rendered and issued TO the registered stock
n holders in proportion to their holdings in tht
i original capital stock. Any subscriber t,
> stock may pay his subscription thereto il
e board Of directors, and having such propert!
Z duly transferred, the corporation shall issu
e full paid and worcestershire, stock TIL
shares Of stock shall be issued as full pai
'e and non-assessable, and no tranfer of stocl
=, shall be binding on the corporation unles
II recorded its books
&c No stakeholder shall be liable for an
a amount beyond the amount of stock sub
~ | scribed for him in this corporation.
Article N-All Of the corporate powers Q
\. this corporation shah be exercised by boar
~ Of directors consisting OF FIVE ~ members
~ three of whom shall constitute a quorum fC
= the transaction of business. The board {
I'd directors shall elect, annually. from the
or number, president, vice-president. and Sc
i. retary-treasurer. The board shall appoir
70 from time 70 time such officers and agent
~ clerks and employees they may deem ne
he essary for the purpose Of carrying on II
,d business of the corporation, who shall hol
=. office at the pleasure of the board, or ma
ks invest said authority in the manager thereo
g Said board may make, alter and amend an
o. and all bylaws and regulations proper 4
.e, the. conduct and management. OF the busine
a. and affairs OF said corporation.
- The following persons shall compose ar
ke constitute the first board Of directors: vi
ed liam Flicker, president P. o.. address, Ne
y. dent, P. o. address, New Orleans, La; Mr.
iii Josephine FlaspollerFicker. secretary-trea
ne urer, P. o. address New Orleans, La, ar
40 the business management snail De dlreCtc
a. by William Flicker, president who shall al
be designated as manager, and who shall
av entitled TO compensation for acting as SUI
~ manager not exceeding one hundred and nj
Of (sl5OOO) dollars per month.
nj The annual meeting of the stockholders
he this corporation for the election Of office
ed shall be held on the day OF
en- of each year, and the directors now oh
Il; sen to represent this corporation shall no
l. their offices until that date (but the manag
On aforesaid. whether reelected president or nj
az shall continue to act such, unless T
~ moved for cause), or until their successo
n are duly elected and qualified. In case v
cancies occur during the year, same sha
&C. be filled by the remaining directors or dire
a, tor, provided that the directors, If not alb
iii 70 attend, may be represented by proxy.
1is Article NI.-This charter may be modihe
changed Or altered, or said corporation mi
n. ! be dissolved. with the assent OF stockholde
~ | owning :wo-thirds OF the entire capital sto
,.- ! Of this corporation, at a general meeting
y. its stockholders convened for that purpo:
n | after fifteen days notice shall have be
Al. given to each stakeholder, mailed to his Ia
~ known address. In case of liquidation
20 | this CORPORATION, the board Of directors sh;
- be the liquidators Stockholders may VIC
&c either in person or by proxy.
-, Article VII-The subscribers hereto hay
ed | respectively, written opposite their nam
". | the amount Of stock in this corporation 81
nv scribed for by each of them, together wi
rs their post Office addresses, that this
nc of Incorporation shall serve as the origin
;e subscription list Of said corporation.
in Thus done and passed in my notarial ofh
on at the city of New Orleans, aforesaid,