The herald., 1919-11-27
CHARTER OF THE PROPHYTOL
MANUFACTURING COMPANY,
INC.

lNC.
United States of America, State of
Louisiana, Parish of Orleans, City of
New Orleans. Be it known, that on this
thirtieth day of the month of October, in
the year of our Lord the One thousand
nine hundred and nineteen, and of the
Independence of the United States of
third, before me, Arthur A. Moreno, No
tary Public, duly commissioned and quail
fled, in and for this City and the Parish
of Orleans, therein residing, and in the
presence of the witnesses hereinafter
named and undersigned, personally came
and appeared the following persons whose
names are hereunto subscribed, together
with the amounts of their respective sub
scriptions to the capital stock of the
corporation to be formed, who severally
declare that, availing themselves of the
provisions of the general laws of the
state of Louisiana relative to the Organi-
zation of corporations, they have cove
nanted and agreed, and do by these pres
ents covenant and agree, and bind and
obligate themselves, as well as such other
persons as may hereafter become asso-
ciated with them or their successors, to
form and constitute themselves into a cor
poration and body polite in law, and for
the objects and purposes and under the
agreements and stipulations following, to-
wit:
ARTICLE 1.-The name and title of
this corporation shall lbe the ProphytOl
Manufacturing Company, inc, and by
that name this corporation shall have
power and authority to have and enjoy
nine years from the date hereof; to con-
tract, sue and be sued; to borrow money
to make and issue its negotiable promiS-
sorry notes or other evidences of indebted
ness; to create debts; to make and use
corporate seal; to purchase and receive,
lease. hold, sell and convey, as well as
mortgage and hypothecate, property.
real. personal and mixed; to name and
appoint such officers and agents as the
interest of said corporation may require
to make and establish such bylaws and
regulations for the proper management
and regulation of its affairs as may be
deemed necessary, and the same to
change, alter and amend at pleasure.
ARTICLE 1.-THE domicile of this cor
poration shall be in the City of New Or
leans, Parish of Orleans, State of Louis
lana, and all citations and other legal
process shall be served upon the president
of this corporation. or, in case of his alb
sence, upon the vice president, or, in case
of the abrence of both of these officers,
upon the secretary hereof.
ARTICLE III-The objects and pur-
poses for which this corporation is estab-
iished and the nature of the business to
be carried on by it are declared to be
the manufacture and marketing of anti
septic solutions, medical and dental prep
arations, dental liquids, powders and
face creams toilet articles and other
medicinal preparations and generally to
manufacture and market all articles of a
like or similar nature usually made
manufactured and marketed in like bust
nesses.
ARTICLE Iv.-The capital stock of this
corporation shall be Five Hundred Thou
fer0A 0NO 00l nnl1arC Divided into
fifty thousand (50,0OO) shares of the par
value of Ten $1,000 Dollars each, and
may be increased to the sum of One Mil
lion 1,OOOOO0.0O) Dollars, divided into
the par value of Ten $1,000 Dollars
each, and this corporation is to be GO
ing concern when one-half of the capital
stock of this corporation has been SUB,
scribed and paid for. Each share of said
stock shall be entitled to one vote, either
in person or by proxy, at all general
elections or meetings of the stockholders
ARTICLE V.-..o stakeholder shall
ever be held liable or responsible for the
Indebtedness, faults or defaults OF TINS
maiity in the organization of this corpo-
ration shall have the effect of rendering
the charter null or of exposing the stock
holders to any liability beyond the I'M
scription No transfer Of stock shall be
made or held to be valid and binding I'M
less made in pursuance of the provisions
of this charter.
ARTICLE VI.-This corporation shall
have all powers granted to such corpora
lions by law and shall have the power GO
contract, sue and be sued in its corporate
mamie and to own. hold, receive, loan
lease. purchase, sell and convey or mort
gage any and all of it's effects, or to ny,
pothecate its property and to do any and
all acts and things of any other klnd, ma
ture or description, as may be necessary
to carry out the objects and purposes OF
this business as it's interests and convent
ences may require.
ARTICLE vII-The business of this
corporation shall be directed by and vest
ed in a board of directors of five mem
bers, three of whom shall constitute y
quorum for the transaction or business
The board of directors as Iirs n Sohs'is IIen
Charles W. Abbott, J. Pope Seals, a. "
Abbott and Frank B. Jackson. and they
shall hold office until the first Tues,
day in October, 1920, and on that day ana
on the same day thereafter each year
elections shall be held for directors at
the principal office of the corporation
and the election shall be held between
the hours Of ten and twelve a. m. Faiiure
to hold an election on the DAY speciIeut
shall not dissolve the corporation, put
the directors shall hold their respective
offices until an election shall be held after
thirty days' notice of the time and place
thereof given to each stakeholder.
Marion Allen shall be first President,
Charles w. Abbott shall be first VICE
president and J. Pope Seals shall De Iirst
Secretary-Treasurer of this corporation.
The secretary need not be stockholoer
or member of the board of directors ana
any vacancy in that office snail De Iiiieu
nv the board Directors may act either
in person or by proxy.
ARTICLE VIII.-Whenever this corpo-
ration is dissolved, either by nmltatlIn III vi
for any other cause, its affairs snail pe
iiouidated by the board of directors, VINO
are hereby vested with full power to sell
anv or all assets of the corporation,
either separately or in mass, anu "
convey full and complete title thereto,
and shall have full power to do ana per
form all acts necessary and proper ~
fully and completely liquidate tne AZ
fairs and distribute the proceeds, II any
amone the stockholders of this corpora
ton 70 the amount of stock held by each'
ARTICLE IX.-This act of incorporation
NAV he amended, altered and modlfleo
or this corporation dissolved IN the man
ner provided by law.
Thus done and passed, in my notar1al
office. in the City of New Orleans, State
of Louisiana, on the day, month ana year
first above written, in the presence OF
Azelie Bennett and Ruth M. Selier, com ni-
netent witnesses, who hereunto sign their
names. together with the parties hereto
and me, Notary, after reading OF tne
whole. -.
witnesses: Azelie Bennett, Ruth NJ
Seller. .a-
(Original Signed) Marion Allen, S aaS
@. CborIoe Ave New Orleans, La, S33j