The herald., 1918-08-29
AugI-s-I5-22 30 Scptj

United States of America, State of louisiana
Parish of Orleans, City of New Orleans
BE il known that on this twentieth day Of
July. 1915 before me. Joseph Bachet a Notary
Public for the Parish Orleans. duly commits
Sionad and qualified. and in the presence of the
witnesses hereinafter named and undersigned. per
s"nally came and appeared the parties whose
names hereuntO subscribed. all of full age.
who declared that availing themselves Of the pro-
visions of the laws Of the State OF Louisiana.
and especially of Act 2G7 Of 1914, they have
coyenanted and agreed, and, by these presents,
covenant and agree. and bind themselves. as well
as such other persons NAV hereafter become
associated with them, To form and constitute
corporation and body polite in law for the
objects and purposes and under the stipulations
articles and conditions following. to-wit:
ARTICLE The name and title Of said cor
poration shall be Over The Top Antiseptic Powder
company. Inc, and its domcile is hereby estab.
lished in New Orleans State Of Louisiana and
under its corporate name. said corporation shal
nave power and authority to contract sue and
ne susd TO make and use corporate seal.
and the same to break and alter at pleasure !;
I" hold, receive, have, purchase, improve alien.
ate. convey, sell, borrow. pledge mortgage and
hypothecate under its said corporate name prop
crty. real, personal and mixed: to name and
appoint such officers. directors, agents and man
ayers and such employees as the interest or
convenience of said corporation may require; 10
make and establish bylaws. rules and regula-
lions Tor the proper management and conduct
Of the affairs as may be deemed necessary and
proper, and the same to alter and change at
pleasure; and TO do all other acts and things
permitted by law, as shall or NAV be neces.
Sary and proper TO carry out the objects and
purposes of said corporation
ARTICLE lL-Said corporation. unless sooner
dissolved, in accordance with its charter. shall
exist and continue for the period of ninety-nine
years from and after the date hereof The Pres
ident. or in his absence, the Secretary-Treas
urer shall be the proper person upon whom cita-
ton or other legal process shall be served
ARTICLE lll-The objects and purposes for
which this corporation is organized and the
nature Of the business to be carried on by it,
are declared to be the following to-wit: To
manufacture and sell antiseptic powder. and to
do all things Complementary or incidental thereto
ARTICLE IN.-The capital stock Of said cor
poration shall be Fifty Thousand Dollars, d.
vided into and represented by FIVE thousand
shares OF nonassessable stock of the par value
of Ten Dollars each. The capital stock of this
corporation shall at time be increased to
an amount exceeding Two Hundred and Fifty
Thousand Dollars Said stock shall be paid for
at the time OF subscription or the same may be
issued at not less than par, in payment or ex-
change for property or rights actually received
or purchased by said corporation; or the same
may be issued, full paid, for money advanced
and for such other valuable consideration or
services as the Board of Directors of said cor
poration may determine; provided that no stock
shall be issued until the consideration therefor
has been received by the said corporation and
provided further that the stock is issued in strict
conformity with the requirements of Act 267
OF 1914. Any stakeholder may SELL assign or
transfer his stock in this corporation, provided
thirty days prior notice of such intention to
sell, assign or transfer the same be given TO
the company, and the other stockholders thereof
shall have the first privilege of purchasing same
after which thirty days notice the said stock
may he sold in open market. The stock NAV
be transferred under the above conditions, pro-
vided such transfer thereof be made on the
books OF the company at its Office in New Or.
leans, and upon surrender of the certificate there
Tor. No transfer of any fractional part of a
share shall be made.
ARTICLE V.-This corporation may conduct
Its business in the State of Louisiana and oil
OF the other States and Territories and possessions
OF the United States: and shall commence DOING
business as soon fifty per cent of the canitai
stock shall have been subscribed and maid for
The Board OF Directors shall have the right 10
determine how much stock shall be issued
AhTlCLE NI-The corporate powers OF this
company shall be vested in and exercised nv %
board OF i've directors, consisting Of the Prasi
dent. Vice President and three stockboIders Tbrao
OF the board shall constitute a quorum for tho
transaction OF business, and their decision shaIi
be valid. corporate acts The foIlovino o LII,
shall constitute the first Board Of Directors
namely, II. j. Hougland S. NJ Anderson " w
wright, o; T. Baxter and p j. Alexander. No
person shall be eligible as director or on a. ~
who is not stakeholder in the comnanv M
ing the absence of the President, the Weep
ldent shall act and preside. Said board shall
commune IN ONCE until the goth day Of JuIv
1919, on which date and thereafter arrraiig'
a Board Of Directors shall be elected ON The onth
Gay OF July in each year, unless the same shall
De a holiday, when the election shall be held
on the next legal day thereafter Notice OF s,cb
eIeSon snail De given by at least fifteen days
written notice sent to the last known address
OF said directors; and the Board of Directors
snail appoint one or more stockholders to pre-
side at such election as commissioner. In the
event OF the failure OF the commissioners TO act
cancy. Any failure from any cause whatever 10
eject directors the day named for that purpose