The herald. [volume] (New Orleans, La.) 1905-1953, 1918-08-22
AugI -s-l5-22.29 Sept5

United States Of America, State Of Louisiana
Parish of Orleans, City of New Orleans
BE il Known that this twentieth day OF
July, 1918, before me. Joseph Bachet a Notary
Public for the Parish or Orleans. duly commits.
'iOnad and qualified and in the presence of the
witnesses hereinafter named and undersigned. per
'onally 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 267 of 1914, they have
covenanteh and agreed and, by these presents
covenant and agree, and bind themselves as we'll
a such other persons as may hereafter become
associated with them, TO form and constitute 4
corporation and body polite in law for the
objects ana purposes and under the stpulatons
articles and conditions following to-wit:
ARTICLE 1.-The name and title of said cor
poration shall be Over TheTop Antiseptic Powder
company, Inc, and its dOmicile is hereby est H.
nShed IN New Orleans, State of Louisiana; and
uhder It's corporate name, said corporation shaI
nave power and authority to contract sue and
| be sued; 10 make and use a corporate soaI
ahc the same to break and alter at pleasure
10 mold, receive, have, purchase. improve alien.
ate convey, sell, borrow, pledge. mortgage and
hHpothecate, under its said corporate name pron.
crty, real, personal and mixed: 10 name and
appoint such officers, directors agents and man.
ayers and such employees as the interest OF
convenience of said corporation NAV require. 10
make and establish bylaws, rules and reo1ila.
lions for the proper management and conduct
OF the ahairs as may be deemed necessary and
pleasure and TO do all other acts and things
permitted by law, or shall or NAV be neces-
sary and proper TO carry out the objects and
purposes of said corporation
ARTICLE IL-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. Trea =
urer shall be the proper person upon whom cita
uon or other legal process shall be served
,AKTlCLE lll.-The objects and purposes for
winch TINS corporation is organized and the
nature OF the business to be carried on nv IL
are declared TO be the following, to-wit: To
manufacture and sell antiseptic powder. and TO
do all things Complementary or incidental thereto
ARTlCLE nV.-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 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 ey-
cnahge Tor 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
P Sn may determine; provided that 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
with the requirements of Act 267
VI lJ1t ANY stOckhOlder may SELL assign or
transfer his stock in this corporation, provided
thirty days prior notice of such intention 10
sell, assign or transfer the same be given 10
the company, and the other stockholders thereof
shall have the first privilege of purchasing same
after which thirty DAYS notice the said ST.
may he sold in open market The stock r,oy
be transferred under the above conditions nro.
yided such transfer thereof be made on the
ooohs OF the company at its Office in New Or
eans, and upon surrender of the certificate there.
Tor No transfer Of any fractional part of n
share shall be made f~'' u
.. ARTICLE N.-This corporation may conduct
It's business in the State of Louisiana and oil
ot the other States and Territories and nossess;on
d the United States; and shall commence dona
business as soon as fifty per cent OF the canitai
STOCK snail have been subscribed and paid for
l ne Board OF Directors shall have the right 70
determine how much stock shall he isuad "
ARTICLE VL-The corporate powers on this
company snail be vested in and exercised by a
1oaIu OF nve directors, consisting of the Presi-
leht; 'ice-fresldent and three Stockholders Three
II the board shall constitute a ouonm for ~
Transaction OF business, and their decision shall
De valid, corporate acts. The following nersons
,han constitute the first Board of Directors.
,amey' II. j. Hougland, S. NJ Anderson. W w
Wright, o. Z. Baxter and p ] AIeyandar NJ
person shall be eligible as director or an ofscer
Nho is not stakeholder in the comnanv mr.
ng the absence of the President the Vice Pres
uent shaii act and preside. Said board shaIl
continue in Office until the Doth dav ~ 1,,I,,
lSas, on which date and thereafter. annnaliy
Board OF Directors shall be elected on the ootb
lay OF July in each year, unless the same shall
'e a holiday, when the election shall be held
n the next legal day thereafter Notice Of such
lection snail be given by at least fifteen DAYS
written notice sent to the last known address
! said directors; and the Board of Directors
nan appoint one or more stockholders to pre-
ide at such election as commissioners. In the
vent OF the failure Of the Commissioners to act.
ne President shall by appointment All the va
ancy. Any failure from any cause whatever TO |
iect directors the day named for that purpose |