The herald., 1919-03-13
CHARTER
CHARTER OF BAUER CHEMICAL COM
PANY INC

CHARTER OF BAUER CHEMICAL COM
PANY, INC.
United States OF America, State Of Louis
lana. Parish Of Orleans, City Of New Or
leans Be it known, that on this third day
IF the month OF February, in the year OF
our Lord, one thousand nine hundred and
nineteen. and u the Independence OF the
United States OF America. the one hundred
and forty third; Before me, Benjamin y:
Wolf. a Notary Public, duly comrl ssIoned
and qualified in and for the parish OF Or
leans. State Of Louisiana, therein residing,
and in the presence Of the witnesses herein
after named and undersigned, personally came
and appeared, the parties, whose names are
hereunto subscribed, all Of full age and
residents OF the City OF New Orleans, State
Of Louisiana, who declared that, avalllng
themselves OF the provisions OF the laws OF
this State relative 10 the formation OF cor
n1rations, they have covenanted and agreed
and by these presents, covenant and agree,
and bind themselves, as well as such other
persons, as may hereafter become associated
with them, to form and constltute a cor
poration and body polite in law, for the
purposes and objects and under the stipu-
iations and articles following, to-wit:
ARTICLE 1.-The name of the said cor
poration shall be Bauer Chemical Company,
Inc.
ARTICLE H.-The objects and purposes, for
which this corporation is organized, and the
ton is to carry on, declared to be:
l. To acquire and take over from JacNBauer
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 Jack Bauer, together with the trade
names, trademarks owned by said Bauer.
,. To buy, sell, refine, prepare, manufac-
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 this
Company may become entitled TO prepare and
manufacture and to construct and maintain
plants, factories and laboratories suitable or
convenient for the purposes OF the Com
pa1y.
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 or 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
corporation shall be in the City of New Or
in his absence, the vice president, shall be
the proper person upon whom citation or
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, Otto
| ~ Al, Dill
| ing, New Orleans, who shall be vice-presi-
| dent, and Mrs. Estelle Hubbard, widow by
| first marriage of Ernest Wingfeld and wi
dow by second marriage of JAG. J. King, who
shall be secretary and treasurer. Said
board shall continue in office until Janu
airy ?, 1920, which date, and thereafter
| annually, board of directors shall be elect
| ed on the second of January of each year
unless the same shall be legal holiday
when the election shall be held on the mex
| the board of directors shall elect from theii
number the officers of the Company.sThe saiC
board is further authorized to frame anC
| adopt such bylaws, rules and regulations a,
the affairs and business of the corporation
may require, and as it may deem necessary
for the conducting and management thereof
| ARTICLE VI.-This charter may b.
amended and the capital stock of this cor
poration may be increased or decreased, OF
the corporation may be dissolved in the man
ner and method provided by law.
| ARTICLE Nll.-No stakeholder of thi.
corporation shall ever be held liable or re
sponsible for the contracts or faults of thi!
corporation in any further sum than the un
paid balance on the stock for which he ha
| subscribed, nor shall any mere informality il
organization have the effect of renderinj
this charter null or of exposing a stockhold
er 70 any liability that as above provided
| ARTICLE VIII-Whenever this corpora
ton shall be dissolved, whether by limita
ItiOn or from any other cause, the affair
| thereof shall be liquitated by three stock
holders to be elected and qualified in tn,
manner provided by law. And they shall
continue in office until the affairs of tn,
corporation shall have been fully settled ant
liquidated. In case of the death of one o
the liquidators, or his refusal or inability q
serve, the remaining liquidators may\ them
selves proceed with all the power and All
thority vested in the full membership.
ARTICLE IX.-The entire capital stock O
this corporation, with the exception of tw,
shares of stock of the corporation, are Il
be issued to Jack Bauer for advertising mat
ter, electrotypes, and formulas, an accurate
detailed and itemized description of sucE
property as to amount, location, extent an,
statement of improvement, together with
| statement of its value as appraised by tn
directors is annexed to these articles of in
corporation. And the signers hereto declar
that they have affixed opposite their names
the number of shares subscribed by them
and they hereby declare this to be their sub
scription list
Thus done and passed, at my Notarial of
flee, in the City of New Orleans, on tn
day. month and year herein first above writ
ten in the presence of Hubert NJ Ansle
and Ephraim Thaller, competent witnesses
OF lawful age and residents of this City, VIII
hereunto sign their names, together wit
/ he AID ar.sa arxl