Kenosha tribune & telegraph. [volume] (Kenosha, Wis.) 1856-1859, 1857-07-23
Article
of Consolidation Of Kenosha & Rockford, hs
Rockford s. Mississippi Rail Road compaH'es-

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made and entered into this-----ilay of----A A. D.
nosha and Rockford Rail Road Company Of Wis
consin. party of the frat part and the kenosha and
Rockford Rail Road Company Of Illinois parry 9!
the second part, and the Rockford and slississlpp.
Rail Road Company of Illinois, part Of the third
mart Fsiaesseth That whereas on the fifth DAY Of
March, A. d. 1857, the parties Of the first and sec
ond perts agreed upon ARTICLES Of consolidation,
uniting their separate Roads and interest INTO one
company to be called the Kenosha Rockford and
Rock Island Rail Road Company upon the terms,
stpulatons and agreements, and TO take effect as
mentioned and fully set forth in said articles Of con-
soidation,n which articles are IN words and hgures
Now follow the articles of consolidation between
the Kenosha and Rockford and the Rockford and
Rock leland Rail Road Companies which We omit.
And whereas, the respective parties TO these ar
cles of consolidation have the iernini OF their
pecsive Roads fixed or located under the several
and respective charters as to meet and by consoida
ltion to form continuous line OF Rail Roads from
Kenosha City III the State OF Wisconsin, The City
of Rockford in the State of Illinois, and thence
some point on the Mississippi at or near the City Of
Rock Island and it is deemed desirable by the sew
era parties of Consolidation that Their several sep
arate interests be merged together into one, SO that
there may be single and continuous and connected
line of Rail Road to the full extent and length OF the
lines of these sen era Railroads above mentioned,
and that they all be brought under ONE management
and be governed and controlled by one board of Di-
rectors.
] And whereas the parties of the first and second
! parts hereto have not have their respective
Boards of Directors yet elected officers OF The
Consolidated Company the articles OF which consol
| idaton are ABOVE recited, and the partlea OF the
first second aud third parts have by their respec-
tive Boards OF Directors mutually agreecto consoli-
date respective capitals and interests with each
other and merge and CONSOLIDATE the stock their
respective Companies, and make Joint Stock
Company Of their several Railroads along and over
the line above designated, and to consolidate the
properly aud stock of the said parties vi the first and
second parts whether in the separate interest OF
either OF them o. consolidated under and pursuant
to the above rected .artcles Of consolidation, to
and with the party of the third part, and their res
pecye corporations, upon the terms and conditions
hereinafter stated and declared, and in pursuance
of the powers vested IN them by their respective
characters and the statutes in snch case natie ard
provided And whereas, the said parties are duy
authorized by law to consolidate in the manner here
inaf,er provided
! Now therefore, these presents witness. That in
consideration of the premises aud in consideration
OF tho natural execution these presents and
ment of arrangements, the said party OF the first
part and the said party of the second part and the
said party of the third part, the said party Of the
first and second parts not only in their separate
| pacty but also unitedy to the extent Of their ca
opacity to do under their Consolidation above re-
cited, do hereby unite, consolidate and combine all
the rights which are respectively granted by the en-
actments laws aud charters of the States Of Illinois
and Wisconsin the SAID several corporations, and
all Others the Railroad rights, purchases and priyl
igos OF tie said corporations each OF themnto one
company and corporation TO be hereafter known as
| the kenosha Rockford and Rock Island Railroad
Company. which said Company is hereby created
and consolidated, shall henreorth have and possess,
all and singular the rights, powers, franchises anu
nnmnnities which are or have been heretofore by
the laws of said States of Wisconsin and Illinois
rested in. given to, or confirmed upon thesaid com
panies respectively
And the said party of the third part, in consdera
ton of the premises doth hereby grant. bargain,
SELL alien, confirm convey, transfer and assign un.
| to the said Kenosha Rockford and Rock Islama
Rail Rosd Company, all the corporate function,
rights privileges real estate, land depots, depot
grounds, right of way. road bed, Railroad iron rail-
engines, cars machinery rolling STOCK debts dues,
demands, chooses in action, rights III action, and pro
perry of every description name and nature. ilor to
| which said party of the third part has aaY right,
title or interest whether in possession or REMAINDER;
| and also all stock subscriptions and agreements for
stock subscriptions held by said party OF the th1d
part, by its agents Or attorneys for rs benefit
with any persop or PERSONS aud the same together
with all The epparenances, shall be iron hencei9it
held owned, used and controlled by tho kald ke-
| n sha Rockford and Rock Island Railroad Com.
pany as the Same is hereby constituted and consol
dated in all respects and with the same rights, as
the some arc now held, owned, used and controlled
by the the said party Of the third par as the
existed prior aud up TO tho time of the eonsoida-
ton.
And it is mutually agreed between the parties
hereunto. that the Capital Stock of the said Keno
sha Rockford and Rock Island Railroad Company
az the same is hereby constituted by this consodtt.
ton shall be and IL hereby fixed at the Of four
million dollars, with the privilege of increas ng
the according to law which said capital stock
shall be divided into shares OF one hundred ll00i
dollars ea4h. And all the stock which shall have
been issued, at the time this consolidation takes
effect, by either al the said Railroad Con1paait4,
whch shall be then out standing, and held BY bona
65e holders may lie surrendered, and IN place there.
Of there snail be issued to the holder isslsss VI
said stock or his or thor assigns, an equal number
1 OF shares of this consolidated company.
And il is further mutually agreed between the par,
ties hereurtQ that the said kenosha, Rockford and
Rock Island Company, as hereby constituted, shall,
from and after the time said consolidation shall take
effect, be holden and liable for all just ani bona ide
debts and obligations Of all the said Railroad com
panies 10 this agreement.
And it is further mut uay agreed between the par
ties hereunto that the affairs OF the consolidated
company Hereby formed shall be managed by q
board of Directors OF eighteen and such other Off
GERS engine ers superintendent and agents as said
Board of Directors shall from time to time elect and
appoint aud said Directors shall be chosen annually
by the stockholders of said Company from among
thems elves and shall hold their Office until their
successors chosen from the stock holders resident
within the counties through which the roads of this
consolidated Company shall be located.
=. nd the election of Directors shall be held the
first Wednesday of October in each year, at the city
of kenosha or at such other time and conducted in
such manner as the by laws OF said company shall
direct and at all elections, each stocileder shall be
entitled to one yotef for every rhare OF stock held by
b IN, To be cast personally or by proxy,
md it is further agreed that the seal of the said
consolidated company shall be fixed by bylaw OF
said Company, aud until the same is so fixed, the
Secretary of said Company shall use his private seal
Us the seal of said Company, and the seal so fixed
may be altered at any time by sad Board OF direc
tors.
And all books, vouchers, records and other docu
ments pertaining to the business OF SAID parties OF
the FIRST second and third parts shall be laced IN the
office OF tho Secretary of the consolidated Company
hereby framed and the same shall be kept and when
necessary completed by said Secretary or his assis
tants, aud the books, records and papers shall be
deemed and taken, far necessary us the records
and books Of this consolidated company, and The
said books, records, vouchers and papers, shall be
subject to the examination and inspection os all per
sons interested therein, and who shall have the
access thereto as if the same had remained i'll the
hands Of the original companies.
And il ia further mutually agreed between the par
ties hereto, THAI all the benefits OF all contracts and
agreements which have been made by either of said
parties shall inuie TO and vest in this consolidated
Company, as fully aud completely the would
be respectively in the parties to this agreement
And il is further understood and agreed between
the parties hereto; that If by any arrangement SAID
consolidation shall take place before the first
Wednesday of October next, then said consolidated
Company shall be controlled aud managed by tAe
said Boards OF Directors of the first, second and
third arts, acting or majority of tleIn acting to-
geiher until the first annual election OF Directors
Tor said consolidated company shall have taken place
And the said Directors OF the SAID three original
companies shall have power while acting TO do
any and all which could or Nigh be done by the
regular elected Board OF Directors of said cUnso!
dated Company, and shall may be after
this instrument! takes eject eject President Vice
President, Secretary, Treasurer and Executive Com
mittee OF five
And it is further agreed and understood that these
articles of consolidation shall take effect the first
Wednesday OF October A. ID. 1857 or as soon be-
fore said joint Board of Directors majority
of each board shall meet together and elect officers
of the said consolidated company hereby formed
Aud the first meeting of stockholders for the election
of Dreo.nrs Iinder Ii shall be held