The herald., 1913-09-04
CHARTER
OF "ACADIAN FURNITURE COMPANY"


Be it known that on this twelfth day
Of the month Of July, in the year of oul
Lord, one thousand nine hundred and thir
teen (1913), before me, Charles Theodore
Starkey, notary public duly commissioner
and qualified, in and for this city and the
| parish of Orleans, therein residing, and IL
the presence OF the witnesses hereinafter
named and undersigned, personally came and
appeared the parties whose names are mere
unto subscribed, all OF fun age VINO De
clared that. availing themselves of the pro
visions OF the laws of this state relative ia
corporations, they have covenanted and
agreed, ana by these presents covenant and
agree. and bind themselves, as Wei as sucu
other persons as may hereafter become aSSo-
,iatcd with them, TO form and constitute a
corporation and body polite In law. Tor
the purposes and objects and under the
IStipulatlOnS, articles ana cOhuillohs lo4o"
Article 1.-The name and title of said
CORPORATION shall be "ACadian Furniture
company" and its domicile Is hereby esiaD,
lished in the city of New Orleans, state OF
| Louisiana and. under its said corporate
name, said corporation shall have power ana
authority to contract, sue and De sued 10
| make and use a corporate seal ana the same
TO break and alter at pleasure; TO hold, re
! ceiye, have, purchase, improve, Alternate.
| convey. sell, borrow, pledge, mortgage ana
! hypOthecaIc, under Its said corporate name
| property real. personal and mixed; TO name
and appoint such officers, directors agents
and managers or employees as the Interest or
| convenience Of said corporation may require F.;
| 10 make and establish bylaws, rules and
! regulations for the proper management and
regulation OF its affairs as may be deemed
necessary and proper, and the same 10
change and alter at pleasure and to DO all
! other acts and things permitted by law, or
as shall or may be necessary and proper 70
| carry out the objects and purposes OF said
corporation.
Said corporation. unless sooner dissolved
In accordance with Its charter, shall exist
and continue for the period Of ninety nine
years. from and after the date hereof.
The president, or in his absence, the vice
president. shall be the proper person upon
whom citation or other legal process shall
be served.
Article 1.-THE objects and purposes for
which this corporation is organized, anu
the nature OF the business TO he carried on
by ii, are declared to be the following, to-
wit:
To conduct a general manufacturing and
dealing business in lumber and lumber pro
ducts and 10 this end it shall have the
right to operate saw mills and factories for
the manufacture of furniture, Office fixtures,
sash, door and blinds. or other lumber pro
ducts. or any other product incident thereto :
TO maintain stores and agencies for the sale
OF their goods and in the carrying out u
these purposes they shall have the right 10
buy and hold property, TO acquire timber
lands by purchase or lease. to operate boats
vessels, railroads or tramways for the trans
poratiOn OF its products, and 10 perform
any and all matters in the carrying out The
objects OF its busin ass.
Article III.-rhe capital stock Of this
corporation shall be one hundred thousand
$500 OOOD dollars. divided into and repre-
sented py eight hundred and fifty $500
shares of preferred stock of the sum OF one
hundred tSlOOD dollars per share and one
hundred and nifty (l5O) shares OF common
stock Of the sum of one hundred $1,000 dol
lars per share. The preferred stock OF This
company shall be entitled TO dividends al
the rate of eight per centum per annum,
prior 10 the payment OF any DIVIDENDS upon
the common stock. and such dividends upon
the preferred stock shall be cumulative. The
common stock is not to receive dividends Tor
any year unless eight per centum be hrst
pail .Or that year on the existing Outsta1d-
ing amount of preferred capital stock; but
when eig-. per centum be paid for any yea.
on the whole combined common and pre-
ferred capital stock. further dividends for
that year are TO be paid on both preferred
and common stock without distinction.
The preferred and common stock shall D.
aid for in cash at the time OF subscription,
or the same may be issued at not less thdh
par In payment or exchange for property or
rights actually received or purchased by said
corporation, or the same may be issued, tdll
paid. for money advanced, and for such other
valuable considerations or services as the
board OF directors OF said corporation may
determine: provided, that no stock shall be
issued until the consideration therefor has
been received by the said corporation.
ANY stakeholder may sell, assign or trans
Yer his stock in this corporation provided
thirty (3O) days prior notice Of such inten-
ton TO sell, assign or transfer the same De
given the company, and the other stockhold-
ers thereof shall have the first privilege OF
purchasing same, after which thirty days
notice the said stock may be sold in open
market.
The stock OF said corporation may be
transferred under the above conditions pro !
yided such transfer thereof be made on the |
books of said company, at its office. and on
surrender of the certificate therefor. No
OF any fractional part of share
snail be made.
ms corporation shall commence doing
business as soon as three thousand (S3,OOO) |
dollars of the capital stock shall have been
subscribed for.
The board OF directors shall have the right |
to determine how much stock shall be -
sued
Article Iy.-The corporate powers Of this /
shall be vested in and exercised by |
a board of directors OF not less than four
t4 members, consisting Of the president,
ice-president, secretary and treasurer.
Three Of said board shall constitute quo
rum for the transaction OF business and
their decisions shall be valid corporate acts
The following persons shall constitute the
first board Of directors Conrad Il. Fischer,
James r. Westerield. Frederick Fischer and
Albert J. Derhes.
The olices of secretary and treasurer may
be held by one or more persons, who need
not be stockholders.
During the absence Of the president, the
vice president shall act and preside.
Said board shall continue in Office until
the second Monday In July, 1918, on which
date, and thereafter annually board of
directors shall be elected, unless the same
should be holiday, when the election shall
be held on the next legal day thereafter;
Notice OF such election shall be given
only to common stockholders BY at least ten
100 days continuous publication immedi-
ltey preceding each election In one OF the
iaily English newspapers OF this city; and
he board OF directors shall appoint one or
more common stockholders to preside at
,uch election as commissioners. In the
vent of the failure of any commissioner or
to attend, the president shall
" appointment, fill the vacancy. Any fail
ire from any cause whatever to elect direc-
ors the day named for that purpose shall
lot dissolve the corporation; but the direc- !
ors then in office, as well as the officers
4 said company. shall hold over until their /
ucceSsors are chosen. !
In such event the president shall cause
mother election to be held within thirty :
lays. and shall give notice thereof "a here =
nbefOre provided. +
At every election or meeting each common :
tockholder shall be entitled to vote for I
ach share OF stock registered in his name. !
nd may vote by proxy. Preferred stock a
hall have no voting power and only com n
ION stock shall have the power OF voting
o elect directors, or the power OF voting a
n any other election, or for any purpose. !
The election OF directors shall be by bal a
)t. and the majority in amount OF votes I
asst each share OF stock voted upon to be !
Ounted for one vote, shall elect the person a
r persons for whom they have been cast.
After each election the board of directors u
hall elect from their own number the Off h
ers of said company. G
Article V.-The board OF directors shall i
ave the full mower TO I'LL vacancies in their q