Bismarck daily tribune. [volume] (Bismarck, Dakota [N.D.]) 1881-1916, 1915-06-19
Purely Gr.tuitous,

$780,
1913, in amounts OF 1886, S1,337.2I
and $6S9.98 are hereby approved.
Purely Gratuitous.
Tho above items were purely gratu
itous to Lotus and were in addition
to his contract, an arbitrary and un
authorized allowance, and an unwar
ranted diversion of the funds and as
sets Of the corporation.
At a meeting Of the Directors held
July /, 1918, adjourned to July 3, 1913,
the checking Of vouchers vas left to
the Executive Committee.
Directors meeting held January 81,
1915, at Fargo, resolved that Lotus
'be made an ex-of1ioio member Of the
Executive Committee, to act at all
meetings in the absence of any mem
Der of the committee.
George S. Lotus was retained as
Sales Manager for the ensuing year,
compensation left to the Executive
Board. This action was taken at a
meeting Of the Board of Directors
held July /, 1918.
The above transactions were an un
authorized delegation Of authority.
The making of Lotus an ex-ofticio
member of the Executive Committee
was also a violation of the bylaws of
the corporation.
At a meeting of the Board Of Di-
rectors held January II, 1913, the &C
ton of the President in not requiring
the payment of the commission due
from G.. S. Lotus as per contract,
and in leaving them in charge Of Lof-
tus in the corporation account in Min
neapolis was approved.
The record IS incomplete, as The
amount Of commissions is not indicat.
ed on the record, and this is another
gratuity to Lotus.
At a meeting of the Executive
Board held at Fargo, July IA, 1914, the
President was instructed not to eX-
hibit the records to others than Off
GERS and duly appointed agents.
Violation Of Law.
This action was in violation Of law
and q mandamus action was COM
menced to compel the officers to ex-
hibit the books and records to the
stockholders.
At a meeting of the Executive
Board April 2, 1912, a resolution was
passed authorizing the purchase Of
what is known as the "Moorhead
Property" for $4,000.
At a meeting Of the Board of Di-
rectors held July "A, 1912, the value
CT the above property was placed at
$4,000, and authorized to be carried
at that amount on the books.
Two prominent business men Of
Mcorhead made affidavit that this
property is not worth to exceed $4,000
and therefore same is carried as a
fictitious asset on the books of the
corporation to the extent of $1,000.
October !, 1913, the Exchange an
tered into an agreement with the Co.
operator Publishing company Of Far
go, N. D., whereby the Co%-operator's
Herald was designated the official Dr.
gan of the Exchange for three years;
that the Exchange should have at
least one full page Of said paper de.
voted to it's interests; the Exchange
to act as subscription agent in secur-
ing subscriptions, and to furnish to
said paper and pay for two thousand
(2,o0C) yearly subscriptions, to be
paid for in quarterly installments in
advance each year, at 81 per subscrip-
ton, making a total of $4,000. The
"a Newspaper Contract.
C~o-operator's Herald to maintain the
regular subscription price at $3.50 per
year; to allow the Exchange a com
mission OF soc a subscription, the bal.
ance Of 81 per subscription to be re-
mitted by the Exchange to the Her
aid; the paper to publish all matter
given for publication by the duly ALL
thorlzed agents of the Exchange; to
publish nothing in the paper which is
or may in any way be injurious or
detrimental to the Exchange unless
otherwise agreed; the Exchange to
retain all subscription money collect.
ed from the persons whose names
the Exchange has furnished as sub.
%scribers; same to be applied on the
$4,000 advanced.
At a meeting of the Eoard Of Di.
rectors in Fargo, January 20, 1914,
the above contract was approved.
The contract as referred to above
does not appear in the record of the
meeting.
The transaction was a diversion of
the corporation funds and u%ltravires.
At a meeting of the Board of Di.
rectors held at Fargo, January 81,
1915, a resolution was passed provid.
ing that the treasurer countersign
with the Sales Manager (Loftus) all
papers of the corporation mourning
liability, and all checks issued at the
st. Paul Office. In the absence of the
Sales Manager, Treasurer or Cashier
the Executive Committee may deter.
mine how papers mourning liability
shall he signed and checks drawn
No papers mourning liability or
checks drawn shall be binding unless
drawn in compliance with this regu.
lation. The Treasurer shall submit
to the Executive Board for it's ap
prevail the manner he has designated
that checks shall be drawn at all Of
fees; that the Executive. Committee
prepare rules for the management OF
the affairs outlining the duties of the
officers and for the conduct of the of
ficers governing advertising, solicit
ing and organization work, and thai
it hold regular monthly meetings tc