The herald. [volume] (New Orleans, La.) 1905-1953, 1918-08-01
90 Sept5

nited States If America, State 81 louisiana
Parish Of Orleans. City of New Orleans
BE II known that on this twentieth day Of
July, l9lS. before me, Joseph BaChet. a Notary
Public for the Parish OF Orleans duly commits
siondd and qualified, and in the presence of the
witnesses hereinafter named and undersigned, per
sonally came and appeared the parties whose
NAMES are hereuntO subscribed. all of full age.
who declared that availng themselves of the pro-
visions Of the laws Of the State of Louisiana
and especially Of Act 267 Of 1914. they have
corenanted and agreed. and, by these presents
covenant and agree. and bind themselves a. we'll
as such other persons NAV hereafter become
associated with them. to form and constitute A
corporation and body polite in law for the
objects and purposes and under the Stimulation
articles and conditions following to-wit:
ARTICLE The name and title Of said cor.
Ipratlon shall be Over Top Antiseptic Powder
Company, Inc, and its domcile is hereby estab.
hshed IN New Orleans State of Louisiana; and
under its corporate name. said corporation shall
have power and authority TO contract she and
be sued; TO make and use a corporate seal
and the same TO break and alter az pleasure !,
to hold, receive. have. purchase improve .Iap
ate, convey, sell, borrow. pledge mortgage and
hypothecate under its said corporate name nrop.
erty' 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 NAV require: 10
make and establish bylaws rules and regula-
tons for 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, or shall or may be neces-
sary and proper TO carry out the objects and
purposes of said corporation.
ARTICLE l-Said corporation. unless sooner
dissolved. in accordance with its charter. shall
exist and continue for the period of ninety nine
wears from and after the date hereof. The Pres
ident, or in his absence. the Secretarv-Treas.
urer shall he the proper person upon whom cita-
ton or other legal process shall be served.
ARTICLE III.-The objects and purposes for
iS h
nature OF the business TO be carried on bv it.
are declared to be the following. to-wit: To
manufacture and sell antiseptic powder. and to
90 all Things Complementary incidental thereto
ARTICLE IE.-The capital stock of said cor
poration shall be Fifty Thousand Dollars, di.
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 no time he increased to
an amount exceeding Two Hundred and Fifty
Thousand Dollars Said stock shall be paid for
at the time OF subscription, the same NAV 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 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 be sold in open market. The stock NAV
be transferred under the above conditions pro
Nlded such transfer thereof be made on the
DOCKS OF the company at its Office in New Or
leans. and upon surrender of the certificate there
for. No transfer of any fractional part of
share shall be made.
ARTICLE N.-This corporation NAV conduct
ITS business in the State of Louisiana and all
of the other States and Territories and possessions
OF the United States and shall commence doing
stock shall have been subscribed and paid for
The Board of Directors shall have the right TO
determine how much stock shall be issued
ARTICLE NI-The corporate powers Of this
company shall be vested in and exercised nv n
board OF i've directors, consisting of the Presi-
dent Nice-President and three stockholders Three
OF the board shall constitute a quorum for The
transaction OF business, and their decision shall
he valid. corporate acts. The following persons
shall constitute the first Board of Directors
namely. II. j. Hougland, s. NJ Anderson. W "
Wright. o. (. Baxter and p j. Alexander. No
person shall be eligible as director or an officer
who is not stakeholder in the company Dur
ing the absence of the President the vice-Pres-
ident shall ace and preside. Said board shall
continue IN ONCE until the Goth day OF JULY
1919, on which date and thereafter, annually,
Board OF Directors shall be elected on the Goth
day OF July in each year. unless the same shall
be holiday, when the election shall be held
on the next legal day thereafter. Notice of such
election shall be given by at least fifteen days
written notice sent to the last known address
OF said directors; and the Board OF Directors
shall appoint one or more stockholders to pre-
side at such election commissioners In the
event OF the failure Of the commissioners to act
the President shall by appointment ill the va
cancy. Any failure from any cause whatever TO
elect directors the day named for that uurrsoae