The herald., 1919-07-10
CHARTER.
CHARTER OF THE FURNITURE AGENCY
REALTY CO., INC.

| United States of America, State Of Louis
| lana, City of New Orleans. Be 1t known,
| that on this eleventh day of the month OF
and nineteen; before me, Feliv J. Dreyfous,
a Notary Public, duly commissioned and
sworn in for the Parish of Orleans and City
| of New Orleans, therein residing; personally
| appeared, the persons whose names are here
unto subscribed, who declared that, availing
themselves of the provisions of the laws OF
| this State, relative to the organization OF
corporations, and more particularly Act No
| 267 of the General Assembly of this State,
provided July g. 1914, they have covenanted
and agreed and do, by these presents, cove
nant and agree, bind, form and constitute
| themselves as well such other persons
who may hereafter join or become associated
with them into a corporation or body polite
| in law for the objects and purposes and under
| the agreements and stipulations following, to-
wit:
| ARTICLE 1.-The name and style OF this
! corporation shall be: Furniture Agency
& Realty Co., Inc.," and under that name
it shall have and enjoy all the, rights; privl-
| corporations; it shall exist for the period
Of ninety-nine years from this day; it shall
| have the power TO contract, sue and be sued
in its corporate name; to make and use
| corporate seal; and the same to break or
| alter at pleasure; to hold, receive, purchase,
| convey, mortgage, hypothecate or pledge prop
erty, both real and PERSONAL; to issue bonds.
| notes and other obligations or negotiable
| instruments; to have and employ such man
ayers, directors, officers, agents and other
! employees as the interest and convenience
! of said corporation may require or demand;
| 10 make and establish such bylaws, rules
and regulations for the corporate manage
| ment and control of the affairs OF the cor
| poration as may be deemed necessary and
expedent.
ARTICLE 1.-THE domicile of said cor
! poration shall be established in the City
| OF New Orleans, State of Louisiana, and all
citation and other legal process, shall be
served on the President, in his absence, on
the Vice President, and in the absence OF
both, the Secretary Treasurer.
ARTICLE JII-The objects and purposes
| for which this corporation is organized and
| the nature of the business to he carried on
| by it are hereby declared to be; TO deal in,
| buy, sell, cOnsgn and receive on conslgn-
ment furniture and other household articles;
| to act as agent for manufacturers, Jobbers
and merchants, to buy, sell, lease and I'M
prove real estate; to build houses, tenements
and stores for the account OF the Company
or for others, and generally, to engage in
any other business, undertaking or enter
prise connected with, growing out OF, or
germane incidental to any Of the objects
and purposes hereinabove set forth or con-
templated by this charter.
ARTICLE IV.-The capital stock of this
corporation is fixed at the sum of Forty
Thousand (S+0,mOOO) Dollars divided into
four hundred shares of the par value OF
One Hundred Dollars each. No transfer OF
stock shall be binding upon the corporation
unless made upon its books, and all certitl-
Gates of stock shall be signed by such OF
Ulcers as may be designated by the Board
OF Dsrestors. This corporation shall nave
thc right TO increase its capital stock to
the further sum of Seventy-five thousand
dollars, to be divided into shares of enc
hundred dollars each, provided said increase
in the capital stock shall have been author
lied by the stockholders at meeting to be
held pursuant 10 the provisions OF Article
V of this Charter.
ARTICLE V.-All the corporate powers of
the company shall be vested in, and the man
agement and control Of its affairs shall be
exercised by Board of Directors, composed
of three stockholders, the membership of
which may be increased to a number not
exceeding five by the Board OF Directors az
any of its regular meetings. A majority
of the directors shall constitute a quorum
| for the transaction of all business. The
directors shall be elected annually by ballot
| on the second Monday in June in each year.
| Each Stakeholder shall be entitled in person
| or by proxy to a vote for every share owned
| by him. and all elections shall be held
under such rules and regulations as may be
determined by the Board of Directors, after
fifteen days notice by mail of such election
| shall have been sent to each stakeholder at
| his last known address. The directors thus
| or until their successors have been fully
elected and qualified. No failure to elect
| shall be regarded a forfeiture of this
| charter Any vacancy occurring on said
board shall be filled by the remaining direc-
| tors for the unexpred term; the said board
| shall likewise elect the additional member
| in case they should determine to increase
| the number of said Board. Said Board
| shall, at its first meeting, after its election,
| nominate out of its number, a President,
Vice President and Secretary Treasurer; it
may divide the functions of the last named
officer and may even elect a secretary who
| rectors shall have the right to appoint and
| dismiss such Secretary, clerks, managers and
| other employees of the corporation as con-
ditions may justify the business of the
corporation may require. The tenure Of Of
| flee of all the employees of the corporation
| shall be during the pleasure of the Board of
| Directors. Any of the directors or officers
shall have the right to appoint, by written
| instrument, another director or stakeholder
to act as his proxy and in his stead at any
and all meetings of the Board of Directors
| ARTICLE Vino stakeholder shall ever
| be held liable responsible for the con
| tracts, faults or debts of said corporation,
nor shall any mere inforInality in its orga-
nization have the effect of rendering this
| charter null, or of exposing stakeholder to
any liability beyond the urpaid balace due
on the shares owned by him.
| ARTICLE VII.-Ths act of Incorporation
may De changed, modified or altered, or THIS
| corpora ton may be dissolved with the assent
| of the stockholders owning two-thrds of all
| the stock OF the corporation, at a general
meeting convened for that purpose, and after
| at least ten days notice of this meeting has
| been given in writing, through mail, ad-
| dressed to each stockholder, at his last known
| place of residence. In of dissolution
| by the expiration of this charter or other
wise, the stockholders shall elect three IL
quidators from among their number, to IL
quidate and settle the business and affairs
, of the company. In case of disability by the
expiration of this charter otherwise, the
stockholders shall elect three liquidators
| from among their number. to liquidate and
settle the business and affairs of the COM
pany. In case of disability of any one of
said commissioners or liquidators, the sur
vivors or remaining liquidators shall appoint
! successor to him. The said liquidators
shall have full power to settle said Com
pany's debts, and divide the remaining
money and property among the stockholders.
They shall also have power to meet-and act
i under the bylaws of the corporation and
under regulations to be made by a majority
| of said liqhidators; to fix the price and pre-
scribe the terms of sale of said property
and the manner in which the sale shall be
made and to take notes, and bonds, secured
| by mortgage or otherwise for part of the
| purchase price for all or any part Of said
| property, provided however, that the rights
herein conferred upon the liquidators may
| be modified, changed or denied by majority
of the shares of the capital stock of the cor
poration The said liquidators shall have
/ nd he dehts