The herald., 1918-08-08

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, Notary
Public for the Parish OF Orleans. duly commits
sionad and qualified and in the presence of the
witnesses hereinafter named and undersigned, per
sonallv 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
covenanted and agreed, and by these presents
covenant and agree. and bind themselves as well
as such other persons may 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 domicilp is hereby eStah.
lished in New Orleans. State OF Louisiana. and
under its corporate name, said corporation shall
have power and authority To contract sue and
be sued; to make and use corporate seal.
and the same TO break and alter at pleasure
10 hold, receive, have purchase. improve, alien.
ate, convey sell, borrow. pledge. mortgage and
hypothecate under its said corporate name prop.
erty, real, personal and mixed: to name and
appoint such officers, directors. agents and man
ayers and such employees the interest or
convenience Of said corporation may require 10
make and establish bylaws, rules and reglIla-
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 as shall may be neces
sary and proper to carry out the objects and
purposes OF said corporation.
ARTICLE H.-Said corporation, unless sooner
dissolved. in accordance with its charter. shall
exist and continue for the period of ninety
years from and after the date hereof The pres.
ldent, 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
Is cd md he
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 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
az the time of subscription, 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
NAV be issued. full paid. for money advanced.
and for such other valuable consideration or
services as the Board of Directors of said cor.
poraton 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 10
sell, assign transfer the same be given 10
the company, and the other stockholders thereof
shall have the first privilege Of purchasing same
alter 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.
for No transfer of any fractional part of a
share shall be made.
ARTICLE N.-This corporation NAV conduct
| its business in the State OF Louisiana and ali
OF tne other states and Territories and possessions
| OF the United States and shall commence doing
business as soon as fifty per cent of the capital
/ stock shall have been subscribed and paid for
The Board of Directors shall have the right n
determine how much stock shall be issued
| ARTICLE NI-The corporate powers Of th;.
company shall be vested in and exercised by 4
| board of five directors, consisting of the Presi
dent Nice-President and three stockholders Tbre,
transaction of business, and their decision shall
be valid, corporate acts. The following person,
shall constitute the first Board of Directors
namely. H. J: Hougland, s. NJ. Anderson. W. W
Wright, o. E. Baxter and P. j. Alexander NJ
person shall be eligible as director or an Office,
who is not stakeholder in the company D,r
ing the absence of the President the Vice Pres
ldent shall act and preside. Said board shall
continue in office until the goth day of July
| 1919, on which date and thereafter. annuaIiy
a Board OF Directors shall be elected on the 20tl
day of July in each year. unless the same shall
be holiday, when the election shall be hell
on the next legal day thereafter Notice of sucI
election shall be given by at least fifteen day
written notice sent TO the last known addres
| OF said directors; and the Board of Director
snail appoint one or more stockholders to pre-
side at such election as commissioners In tn
event OF the failure Of the commissioners TO act
the President shall by appointment gil the va
cancy. Any failure from any cause whatever +
elect directors the day named for that purpos