The herald., 1919-03-06
CHARTER
CHARTER OF BAUER CHEMICAL COM
PANY, INC.

United States OF America. State Of LOUIS
lana. Parish Of Orleans, City OF New Or-
leans Be il known, that Oh this third day
5f tire month OF February, in the year Of
mr. Lord one thousand nine hundred ana
nineteen. and Of the Independence OF the
United States OF America, the one hundred
and forty third; Before me, benjamin \;
Wolf a Notary Public, duly commissioned
and qualified in and for the parish OF Or
leans, State Of Louisiana, therein residing,
and in the presence OF the witnesses herelh-
after named and undersigned, personally came
and appeared. the parties, whose names are
Sereunro subscribed. all Of full age and
residents Of the City of New Orleans, State
II Louisiana, who declared that, awaiting
themselves Of the provisions OF the laws OF
This State relative - the formation OF cor
p2rations, they have coveuanted and agreed
and by these presents, covenant and agree
and bind themselves. as vel! as such other
persons. as may hereafter become associated
with them, to form and constitute cor
| poraton and body polite IN law, tor the
purposes and objects and under the stlPu-
| iations and articles following, to-wit:
| ARTICLE 1.-The name Of the said cor
poraton shall be Bauer Chemical Company,
Inc.
| ARTICLE II-The objects and purposes, for
which this corporation is organized ana the
| nature of the business, which tins corpora
| ton is to carry on, declared to be:
| |. To acquire and take over from Jack Bauer
| Of New Orleans, the recipes and formulas
| for and information as to the processes OF
| manufacturing and preparing and the right
! to prepare manufacture and deal in the prop
! rietary articles and medicines owned by the
| said lack Bauer, together with the trade
names, trademarks owned by said Bauer.
,. To buy, sell, refine, prepare, manutac-
| ture, manipulate, import export and deal IN
| and with all substances materials, appara-
| tus and things capable OF being used IN con-
nection with the preparation and. manufac-
| ture of the articles and remedies, which TINS
1 I'D aud
manufacture and to construct and maintain
| plants, factories and laboratories suitable or
convenient for the purposes OF the Com
| pany
). To buy, sell, manufacture, and deal
| in chemical, pharmaceutical, medicinal and
other preparations and chemicals.
! ARTICLE III-The capital stock of the
| said corporation shall be fifty thousand dol
lars, divided into and represented by two
| thousand shares of twenty five dollars each,
! payable in cash, property for services rem
, dered. The capital stock may be increased
| TO one hundred thousand dollars. The cor
poration shall commence doing business as
soon as the capital stock shall have been
| subscribed for.
ARTICLE IV.-The domicile of the said
I corporation shall be in the City of New Or
leans, State of Louisiana. The president, or
in his absence, the vicepresdent, shall be
other legal process shall be served. Said
corporation, unless sooner dissolved, shall
exist and continue for the period of ninety
nine years from and after date hereof.
ARTICLE V.-All corporate powers shall
be vested in board of three directors. The
first board of directors shall consist OF Jack
Bauer, postoffice address, Audubon Building
New Orleans. who shall be president, Ottt
Sizeer, postoffice address, Audubon Build
ing New Orleans. who shall be yice-pres
dent. and Mrs. Estelle Hubbard, widow by
first marriage of Ernest Wingfield, and wi
dow by second marriage of JAG J. King, VIII
shall be secretary and treasurer. SaiC
board shall continue in office until Janu
e airy 2, 1920, which date, and thereafter
5 annually, board of directors shall be elect
c ed on the second of January of each year
= unless the same shall be a legal holiday
b when the election shall be held the mex
l.. the board of directors shall elect from thei
/, number the officers of the Company. The SAT-
l. board is further authorized to frame AM
il adopt such bylaws, rules and regulations a
d the affairs and business of the corporation
e may require, and as it may deem necessar
J. for the conducting and management thereof
h ARTICLE VI.-This charter may b
n amended and the capital stock of this cor
e poration may be increased or decreased, O
I, the corporation may be dissolved in the man
n ner and method provided by law.
: ARTICLE NII.-No stakeholder of thi
IF corporation shall ever be held liable or re
If sponsible for the contracts or faults of thi
q corporation in any further sum than the ur
st subscribed, nor shall any mere informality i
10 organization have the effect of renderin
l. this charter null or of exposing a stockholt
A. er to any liability that above provided
J. ARTICLE NIII.-Whenever this corpor;
E. ton shall be dissolved, whether by limit
y. ton or from any other cause, the affair
c thereof shall be liqudated by three stool
holders to be elected and qualified in til
er manner provided by law. And they sha
s. continue in office until the affairs of tn
II corporation shall have been fully settled an
IN liquidated. In case of the death of one
err the liquidators, his refusal or inability
to serve, the remaining liquidators may then
lie selves proceed with all the power and al
" thority vested in the full membership.
ARTICLE IX.-The entire capital stock
. this corporation, with the exception of tw
=, shares of stock of the corporation, are
= be issued to Jack Bauer for advertising ma
: ter, electrotypes, and formulas, an accurate
detailed and iten.ized description Of sue
> property as to amount, location, extent an
y statement of improvement, together with
=, statement of its value appraised by tn
: directors is annexed to these articles of il
1 corporation. And the signers hereto declaI
y that they have affixed opposite their name
- the number of shares subscribed by then
= and they hereby declare this to be their sui
scription list.
I Thus done and passed. at my Notarial O
r. flee, in the City of New Orleans, on II
VI day, month and year herein first above wri
u ten in the presence OF Hubert NJ. Anse
6 and Ephraim Trailer, competent witnesse
ie of lawful age and residents of this City, WI
hereunto sign their names, together wit
10 the said parties and me, notary, after dr
ir reading of the whole.