St. Paul daily globe. [volume] (Saint Paul, Minn.) 1884-1896, 1884-12-05
ARTICLES OF INCORPORATION.
ARTICLES OF INCORPORATION.
ARTICLES OF ASSOCllTIOI
OF THE
HiHn sofa ThrsShrr AanufaeI uriHg Company


FogF. Frsncis A Osborn Samuel r. Psysoa- all %
Boston Massachusetts; John B. Bacon OF Chelsea
Vermont; Gusts, u 2 Davis. Of Hartford Connect
~ WI am H. Rnawn. u Philadelphia. Penrsylya-
MA Air hsus SIicknry. OF 81. Paul. Minnesota.
an 3oscoe +. Hersey OF Stinwaser, Minnesota. O.
by these presen :. pursuant 10 and IN conformity
W act Of the Legislature Of the Stase u Min
nes0ta- eafisied An act rea-ing 10 msnu-a turing
corpora o IS" approved March 7rh. lS5S. aid me
several - " SAL legislature ane ca-cry theTeo-
associate ourselves Together. and ebx form body
polirie and corporate and do hereby certify.
FIESr- lha. the corForate name VI sad corpora
ton =. NncesOla Thresner Manuals turin Con pan.
SECOND The objects for which this corporation
i formed arc tee purchase Of the capital suck ey
dencc of Indebtedness Issued ~ L. AIT sssetsso.
the North Sestern Eangf4l tur .ng an Car COMPANY
corporation existing Under ihc Laws OF tie state "
Nlnne-o,a OF any TcltlOn o. SID capital stuck esi
dencc = Indebtedness. or assets. snt rhe manugac
ture and a.e u engines D. ali kinds. farm i'm
plemenls AID machinery % al k-ads. the manu-
faci ure ana sale Of a. articles. implements snd
chinery Of which vyod and irOl either Of then.
form he principal component parts and the mana
facture OF the materials therein Used.
fstED- The cap. a. stock OF said corporation
SHAH D. seven u.-liicas Of dollars which sAal be
divided into one hundred and for Thousand shares
II If dollar each. This stock shall ~ CLASSIFIED
and 4 ned Ia manne- following that IS 10 say: TIE
shall be .ssued Two classes VI stock. den0mlnsted
preferred AID common stock Tue sul0GLg " tie
former stau he four millions Of dollars. OF c ght.
thousand shares OF nfsy dollars each, and oi the
latter three millions OF dollars, or sixty thyusaal
shares ~ nlty dollars EACH the preferred stock shall
be -rt4tied 70 q dividend not exceeding seven pei
cen per aunu;n- payable out Of the earnings eaea
Calendar year. - DC made NJ, necessary. OF the
suff4u heTel1a ter provided for. Commencing vi.
the frs day " January. iss5. which shall be decag-
cd and paid from the net earnings surplus OF the
corporation, before any dividend shall 5e declared or
paid the common stock. and no dividends shall be
paid on the Common s0,k until a surplus OF ten per
cen o. the outstanding preferred stOcS Is accumu
laSed No par Of said surplus shall be used except
TO make the preference dividend on the r ,ierrcd
stock seYe per cent when tie earnings Ct any wear
shall lie insufficient 10 pay per cent. on the
preferred stock Whenever any portion Of the sur
Plus IL thus used. whenever the surplus Is other
wise Impaired. the surplus shall be fully restored
before any dividend = paid the common stock
After dividend Of seven per cent. shah have been
paid on both the 'felie and the common stock IN
any calendar year Out the earnings OF said cor
POrstiOn Tor that year. beth the preferred and the
common stock shall be entitled % participate equally
IN any further dividend which may be declared ana
p CAT ~ the net earnings Of that year. In case
~ tuc voluntary or other dissolution u the cor
poratiOn tie preferred stock. 70 the extent Of lE
par value. shall be TSt paid Of the assets Of the
corporation, tefore any payments shall b. made
upon ,he common stock After a surplus has been
accumulated a. here,nbefore provided. and VIII. . t
50 remains unimpaise ID, 20 provided. common
stock shall &c entitled 20 such dividend as tie oard
OF directors may determine pay from TIE net
carniLss Of the corporation for each calendar year
after paying the dividends on the preferred stock
provided a.waYs that after dividend u seven per
cent sha have been Jared and paid out OF The
net earnings OF the corporation for any CALENDAR
year on both the preferred and the common o K
both the preferred and ,he common stock shall oe
emitted TO participate equally In any further dlyl.
deEds which may be declared and paid Of the net
earnings.
FOuKFH. Said corporation shall commence on the
twenty day Of Der. 1854. and shall con
tinue IN existtn for the OF thirty years and
ils affairs shall be managed by board VI directors
consisting OF thirteen stockholders, who shall be
elected annually. Provided that the hrst Board OF
Directors. who shall hold their ONCE until the frst
election by the stockholders which election shall be
on the third "Wednesday Of June 1855, shall consist
Of the follJving persons; Ezra Farnsworth John s.
fogg, Francis A. Osborn. samuel r. PaysOn, John
B. bacon, Gustavus r. Davis, william H. Rhawn
Alpheps B. Stiekney. Roscoe F. Hersey, W. E. Rice.
Octavus ID. Baldwin, Abram o. BlgelOw and Edward
r. Lawrence.
FIFTH. The principal place Of business Of this
corporation shall be in the city Of Saint Paul county
q Ramsey and state VI Minnesota.
We hereby adopt the foregoing articles of asso-
citation OF the Minnesota TIreSher Manufaetur NJ
Company, for the purpose OF becoming body polite
and cOrpO. ate under said name
In vi ness whereof we have hereuntO set our hands
and seals this twenty-slxth day of November, A. ID.
1884.
signed. sealed and delivered by Ezra Farnsworth,
John ;. Fogg. Francis A. Osborn, John B. Bacon,
VIM Il Rhawn, Alpheus b. Stiekney.
IN the presence Of
". Z. BIND,
L. NKRSoS BEIoes.
EZRA FAEINswoRTH, lSeal.
JOHN s. FOG0, seal.
Francis A. OSBORN. ISeal.
Signed sealed and delivered by r. F. Hersey.
In the presence Of
Z. l. HKEsEY,
PAIL CORES.
JOHN B. BACON, ISeal.l
WM. II. RnAwS, lSeal
ALPHEUs B. SuoKHKY, [Seal.
Signed. sealed and delivered By Samuel r Payson
In tie presence OF -
EDGAz ). BETsTOL.
L VERNON BRIGGS.
SAMUEL z. PAYsoS, [seal.1
'GUsTAyUs +. DAVIS. [Seal
Signed. sealed and delivered By G. +. Davis.
In the presence Of
c. T. WELLRs,
". Il. bend.
Roscoe F. HERsEY. (seaI