The herald. [volume] (New Orleans, La.) 1905-1953, 1918-09-05
Augl-s 90 Septj

United States of America, State Of Louisiana,
Parish Of Orleans. City Of New Orleans.
BE II known that on this twentieth day of
July 1918, before me, Joseph Bachet, a Notary
Public for the Parish or Orleans, duly commits
SiOnad 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 availing themselves Of the pro
visions OF the laws Of the State of Louisiana,
and especially OF Act 26T 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
poraton snail be Over Top Antiseptic Powder
company, Inc, and its domcile is hereby estab-
llshed IN New Orleans, State of Louisiana: and
under its corporate name, said corporation shall
nave power and authority to contract sue and
he sued TO make and use a corporate seal
and the same to break and alter at pleasure /;
To 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 NAV require. 10
make ana establish bylaws, rules and regula-
tlonS Tor the proper management and conduct
OF the affairs as may be deemed necessary and
IGoper, and the same 10 alter and change at
pleasure; and to do all other acts and things
permitted by law, or as shall or NAV he neces-
sary and proper to carry out the objects and
purposes of said corporation.
ARTICLE lI-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
ldent, or in his absence. the Secretary Treas
urer snail be the proper person upon whom cita-
ton or other legal process shall be served
ARTICLE lII-The objects and PURPOSES for
winch this corporation is organized and the
nature Of the business to be carried on by IL
are declared to be the following to-wit To
manufacture and sell antiseptic powder and to
do all things Complementary incidental thereto
ARTICLE IV.-The capital stock of said cor
poratlon shall be Fifty Thousand Dollars, d.
ylded 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 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 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 he issued, full paid, for money advanced
and for such other valuable Consideration or
services as the Board Of Directors of said cor
poratlon may determine; provided that no stock
snail 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
ttansIer ms stock in this corporation, provided
thirty days prior notice Of such intention 10
sell, assign or transfer the same be given IN
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
ne transferred under the above conditions pro
vlded such transfer thereof be made on tbe
DOCKS OF the company at its Office in New Or
leans, and upon surrender of the certificate there
I9r. NO transfer Of any fractional part of a
share shall be made.
ARTICLE Y.-This corporation NAV conduc,
us business IN the State OF Louisiana, and all
OF the other States and Territories and possessions
OF the United States and shall commence doing
business as soon as fifty per cent Of the canitai
stock shall have been subscribed and Maid for
ne BOARD OF Directors shall have the right to
determine how much stock shall be issued
ARTICLE NL-The corporate powers ~ this
company shall be vested in and exercised by
board OF five directors, consisting of the Presi-
dsnt; wee P5esldent and three stockholders Three
Oh the board shall constitute a quorum for thu
transaction OF business, and their decision shall
be valid, corporate acts. The following narsons
shall constitute the first Board Of Directors.
namely, III. j. Hougland, s. NJ Anderson w w
Wright, o. E. Baxter and P. ]. AleYaniar NJ
person shall be eligible as director or an os,cer
who is not a stakeholder in the comnanv mr.
ing the absence Of the President, the Vice Pres
ldent shall act and preside Said hoard sbeIl
continue in Office until the Goth dav ~ In1v
1919, on which date and thereafter annnaIiy
Board OF Directors shall be elected on the 90tb
nay OF July in each year, unless the same shall
be a holiday, when the election shall he held
On the next legal day thereafter Notice on o,ch
Election shall be given by at least fifteen DAYS
written notice sent to the last known ADDE'S
y said directors; and the Board Of Directors
mall appoint one or more stockholders IN nre. |
rde at such election as Commissioner Tn n.
vent OF the failure Of the Commissioners To act
ne President shall BY appointment ali the va. |
,,ncy. ANY failure from any cause whatever TO |
iect directors the day named for that purpose