The herald. [volume] (New Orleans, La.) 1905-1953, 1919-12-11
WILLIAM J. GUSTE,
(Seal.)

u State OF Louisiana, do hereby certify ina
l. the above and foregoing charter of Leo
d Israel & Bros. (Mexico) Inc, was this da,
d duly recorded in my office in Book 1921
: folio iS6, at New Orleans, Louisiana, DC
II tOber 18th, 1919.
:, (Signed) EMILE j. LEONARD,
. Deputy Recorder.
{ Nov 20 .27-Dec. 4-11-1S-25.
!. CHARTER OF THE PROPHYTOL
I MANUFACTURING COMPANY,
INC.
United States of America, State o
S Louisiana, Parish of Orleans, City o
New Orleans. Be it known, that on thi
thirtieth day of the month of October il
! the year of our Lord the One Thousand
nine hundred and nineteen, and of the
T Independence of the United States o.
:, America the One hundred and forty
third, before me. Arthur A. Moreno, a 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
i 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
succession for the full term of ninety
| 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
a corporate seal; to purchase and receive.
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, far1Sn 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 abfence of both of these officers, |
upon the secretary hereof.
ARTICLE III.-The objects and pur-
poses for which this corporation is estab
lshed and the nature Of the business to
be carried on by it are declared 10 be
the manufacture and marketing of anti
septic solItions medical and dental prep
arations, dental liquids, powders and
pastes, talcum powders, massage 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
sand ($50O. 100000 Dollars. divided into +
fifty thousand (50,OO0) shares of the par
value of Ten $1,000 Dollars each, and
lion Isl 900 .000.OO) Dollars, divided into
One hundred thousand (1O0000) shares of
the par value Of Ten $1,000 Dollars
each, and this corporation is to be a 60
stock of this corporation has been sub
scribed and paid for Each share of said
stock shall be entitled to one vote, either
elections or meetings Of the a
ARTICLE V.-..o stakeholder shall
ever be held liable or responsible for the
Indebtedness, faults or defaults of this
corpo ration. nor shall any mere infor-
ration shall have the effect of rendering
the charter null or Of exposing the stock !
holders to any liability beyond the un- !
scription. No transfer Of stock shall be
made or held to be valid and binding I'M s
less made In pursuance of the provisions t
Of this charter. >
ARTICLE VI.-This corporation shall =
have all powers granted to such corpora .
lions by law and shall have the power to !,
mamie and to own, hold, receive, loan, l
ease, purchase, sell and convey or mort o
gage any and all of its effects, or to n.y.
,othecate its property and to do any and E
ure or description, as may be necessary $
o carry out the objects and purposes of p
his business as its interests and convent .
noes may require. II
ARTICLE vII.-The business of this 81
corporation shall be directed by and vest u
'ers, three of whom shall constitute a
luorum for the transaction of business. tt
The board of directors as first constituted n
hall be composed of Marion Allen. p
Ibsott a % EpoOa Pope Seals
hall hold office until the first Tues CT
Ay in October. 1920, and on that day and s.
n the same day thereafter each year 81
lections shall be held for directors Mt G.
he principal office Of the corporation J,
nd the election shall be held between o
he hours Of ten and twelve a. m. Failure
0 hold an election on the DAY specified N
hall not dissolve the corporation, but m
he directors shall hold their respective n
ffices until an election shall be held after T,
hirty days notice of the time and place h,
hereof given to each stakeholder. %
Marion Allen shall be first President, ia
harles w. Abbott shall be first vice.
resident and J. Pope Seals shall be first b
ecretary-Treasurer Of this corporation.
he secretary need not be stakeholder NJ
r member Of the board Of directors and T,
ny vacancy In that office shall be filled T.,
y the board. Directors may act either r.,
! person or by proxy. rs
ARTICLE VIII.-Whenever this corpo-
alton is dissolved, either by limitation or
'r any other cause, its affairs shall be
quidated by the board of directors, who ga
re hereby vested with full power to sell 81
ny or all assets of the corporation, IN
Their separately or in a mass and to tle
'nvey full and complete title thereto, wa
Id shall have full power to do and per- IN
rim all acts necessary and proper to
lily and completely liquidate the af- ,
IRIS and distribute the proceeds IL any,
nong the stockholders of this corpora I'M
IN to the amount of stock held by each. OF
ARTICLE IX.-This act of INCORPORATION 'ii
ny be amended, altered and modified