St. Paul daily globe. [volume] (Saint Paul, Minn.) 1884-1896, 1895-01-20

4 RTICLES OF INCORPORATION We
n the undersigned. do hereby associate
ourselves together for the purpose OF bect IN
ing a Corporation under and pursuant to the
provisions of 1itle Two (2), Chapter "a Of the
General Statutes of the State of Minnesota,
and the several acts amendatory thereto and
thereof, and for said purpose. do hereby sign
aid adopt the following articles of incor-
poration:
ARTICLE +.
The name of this Corporation shall be THE
Publishers Collection Agency" Its business
shall be limited to the collection of outStand-
ing accounts and indebtedness of any and
all kinds, throughout the United States and
Canada. and its principal office shall be In
the City of st. Paul, Ramsey County, Mime
sofa.
ARTICLE II.
The time of commencement of this Cor
poration shall be The st day of February,
A: d. 1875, and it shall continue for period
ARTICLE III.
The capital stock of said Corporation shall
be the sum of Twenty-Five Thousand ID d.
lars (S25, 100000. and shall be divided into
two hundred and fifty esq shares, with par
value of One Hundred Dollars (SI.O .0V) each.
ARTICLE ".
The highest amount of Indebtedness or
liability to which this corporation shall at
any time be subject shall be the sum of One
Thousand Dollars (Sl.0JO.00).
ARTICLE "
The names and places of residence of the
persons forming this Corporation are as fol-
lows:
Benjamin F. Gilkison, St Paul, Mimi.
Charles Ward, st. Paul, Mimi.
William L. Carruthers ST. Paul, Mi mn.
Edward g. Beyl. ST. Paul, Miun.
Frank Z. Encell, st. Paul, Minn.
ARTICLE VI.
QThe Government of this Corporation shall
be vested iii q President Vice President
Secretary, Treasurer, Attorney and a Board
of five Directors. Directors shall be stock
holders and elected for one year al the an
nual meeting, which shall be held IN St.
Paul. Minnesota. at o'clock p. IN. OF the
first tuesday OF January i'll each year here
after. Owners of stock shall be entitled to
one vote for each share. The Board of Di-
rectors shall annually. within one day after
the annual stockholders meeting, meet aud
elect a President, Vice President, Secretary,
Treasurer and Attorney. from its members
Officers shall hold office for the term of one
year and until their successors are elected
and qualified. The Board of Directors may
suspend or remove any officer for cause.
The President shall have the general finan-
cial management of the affairs of said Cor
poration; preside at all meetings OF it and
the Board; employ all employees, and reside
in ST. Paul. Minnesota. Until the first an
nual meeting said Board shall consist of
Benjamin f. Gilkson. Charles Ward, Will
lam L. Carruthers, Edward q. Beyl and
Frank L. Encell; and said BENJAMIN F.
Gllkison shall be President, Charles Ward,
Vice President William E. Carruthers
Secretary; Edward G. Beyl, Treasurer, and
Frank L. Encel, Attorney.
ARTICLE VII.
Special meetings of the corporation may
be called by order of the president or by
notice i'll writing. signed by the secretary
and mailed to each of the stockholders five
days before the time OF such meeting Spe-
cial meetings of the board, for the transac-
ton OF any business, may be held upon per-
sonal notice of one day, given by the presi-
dent or any officer by his direction. or by
written notice. mailed three days before the
time of its meeting.
ARTICLE WIN.
Said corporation may purchase its own
stock and retire extinguish the same, and
may hold such stock without merger or eX-
tinguishment and sell or reissue the same on
such terms at such times and under such
conditions as may be determined by the
board of directors.
ARTICLE TX.
The board of directors has the following
powers, viz: /. In case of three or more
vacancies the remaining members or mem
Der thereof may appoint one or more mem
bers thereof. SO that the total number then
in office shall not be more or less than three;
whereupOn q majority of said three shall
appoint two more directors, and all ap-
ponteeS to fill vacancies shall, unless SuS
pended or removed by said board hold office
until the next annual meeting and election
of the board. 2. Said board, by majority
present and voting. may fill any vacancy in
the board. the officers or agents OF the corpo-
ration. 8. Appoint other officers or agents
named herein. f. Prescribe the compensa-
ton. duties and Obligations of all officers,
agents anu employees. g. Suspend or remove
any officer, agent or employe. d. Make,
adopt amend and repeal bylaws for the gov
eminent of said corporation and the man
agement of its affairs; and. T. Generally
have, except the executive, sole government
OF said corporation and the full control and
management of its affairs
ARTICLE Y.
No contracts or agreem ents on the part Of
this corporation shall be valid unless duly
authorized in writing by the president.
In witness whereof, the under signed have
hereunto set our hands and seals this 18th
day of January. A. d. 1905.
Executed i'll presence of
M.,MAXwELL,