The herald., 1919-06-26

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, availng
themselves OF the provisions Of the laws of
this State, relative to the organization of
87 Of the General Assembly of this State.
provided July 9, 1914 they have covenanted
and agreed and do, by these presents, cove
nant and agree, bind, form and constitute
themselves as well as such other persons
who may hereafter join become associated
with them into 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
! !eges, and advantages granted by law to
corporations; IT shall exist for the period
| OF nlnety-nine years from this day; it shall
have the power TO contract, and be sued
! IN its corporate name; to make and use a
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 ard other
| employees as the interest and convenience
| OF SAID corporation may require or demand;
| to make and establish such bylaws, rules
and regulations for the corporate manage
| ment and control OF the affairs of the cor
poratlon as may be deemed necessary and
expedient.
ARTICLE 1.-THE domicle 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 the President, in his absence. on
| the NiCe-President, and in the absence OF
| both, on the Secretary Treasurer.
ARTICLE III-The objects and purposes
! for which this corporation is organized and
| the nature of the business to be carried on
| by it are hereby declared to be; to deal in,
| buy, sell, conslgn and receive on consign'
ment furniture and other household articles
| 20 act agent for manufacturers, jobbers
| and merchants, to buy, sell, lease and i'm
| prove real estate; 10 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 or incidental TO any OF the objects
| and purposes hcreinabove set forth or CON
templated by this charter.
ARTICLE IV-The capital stock of this
corporation IS fixed at the sum Of Forty
| Thousand (S40,UoOO 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 cerriii-
| IccrS as may be designated by the Board
| OF D.restors. This corporation shall nlrc
| the right 70 increase its capital stock TO
| the further sum OF Seventy-iive 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 a meeting to be
held pursuant to the provisions Of Article
" OF this Charter.
ARTICLE V.-Au The corporate powers Of
the company shall be vested in, and the man
agenlcnt and control Of its affairs shall be
e Exercise bv 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 at
| any OF its regular meetings. n majority
| 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 al
his last known address. The directors thus
elected shall continue in office for one year
| 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 unexpired term; the said board
| shall likewise elect the additional membei
| in case they should determine TO increase
the number of said Board. Said Boarc
shall, at its first meeting, after its election
nominate out of its number, a President,
| Vice President and a Secretary Treasurer; i
officer and may even elect a secretary whC
need not be a director. Said Board of Di
rectorS shall have the right to appoint ant
dismiss such Secretary, clerks, managers anC
other employees of the corporation con
dltlons may justify or the business of tn,
corporation may require. The tenure of of
flee of all the employees of the corporation
shall be during the pleasure of the Board o
| Directors. Any OF the directors officer
| shall have the right to appoint, by writer
| instrument, another director or stockholde
to act his proxy and in his stead at an,
and all meetings of the Board of Directors.
ARTICLE Vino stakeholder shall eve
be held liable or responsible for the con
tracts. faults or debts Of said corporation
nor shall any mere informality in its orga
nization have the effect OF rendering TIM
charter null, of exposing stakeholder, t
any liability beyond the unpaid balace due
on the shares owned by him.
| ARTICLE Widths act of Incorporation
may ne changed modified or altered, or this
] corporation may be dissolved with the assent
4 of the stockholders owning two-thIrds 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 stakeholder, at his last known
| place of residence In case 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 or otherwise, the
stockholders shall elect three iquidators
from among their number, to liquidate and
pany. In case of disability of any one OF
| said commissioners or liquidators, the sur
vivors or remaining hquidators shall appoint
a successor to him. The said liquidators
shall have full power 10 settle said Com
pany's delrs, and divide the remaining
money and property among the stockholders
| They shall also have power to meet and act
| under the bylaws of the corporation and
under regulations to be made by majority
| of said liquidators; 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 Cd the cor
poration The said liquidators shall have
authority to sue for and recover the debts
and property in the name of the corporation
any may be sued by the same name, and they
shall be liable in solido to any creditor OF
stakeholder for the monies and property to
| the corporation which shall come into their
| hands or possession as lquidators and for
the proper application and distribution there