CHAPTER 32.

AN ACT to incorporate the Milwaukee asphalt pipe and roofing paper manufacturing company.

The people of the state of Wisconsin, represented in senate and assembly, do enact as follows:

SECTION 1. Francis Huebschmann, James S. Brown, Incorporators. William Melms, Alexander Mitchell, Edward Von Wolzogen, Valentine Kuhlmann and all others who shall become associated with them by subscribing to the capital stock of the corporation hereby created, and their successors and assigns, shall be and are hereby constituted and made a body corporate by the name and style of "the Milwaukee asphalt pipe and roofing Name and pow paper manufacturing company," and by that name be ers. capable in law of suing and being sued and pleading and being impleaded, answering and being answered unto, defending and being defended in all courts and places whatsoever, in all manner of actions, suits, complaints, matters and cases whatsoever; may have a common seal and alter the same at pleasure, and by the same name shall be capable of purchasing, holding and conveying any estate, real, personal or mixed, for the use and benefit of said corporation.

SECTION 2. The capital stock of said corporation Capital stock. shall be one hundred thousand dollars, and shall be divided into shares of one hundred dollars each, and the persons named in the first section of this act, or a majority of them, may at such times and places, and on such notice as they may decide, open books of subscription to the capital stock of said corporation, and as soon as one hundred shares of such stock shall have been subscribed, and ten dollars of each share shall have been paid in, they shall call a meeting of the stockholders for the election of directors of said company, and organize the corporation.

Personal pro

SECTION 3. The capital stock and shares of said. corporation shall be deemed personal property, and perty. shall be transferable in such manner as shall be prescribed by the by-laws of said corporation.

SECTION 4. The said corporation shall have power May manufac

ture pipe and roofing.

Board of directors.

Officers of the board.

to manufacture asphalt pipes and roofing paper, and to sell and dispose of the same at pleasure; and may construct such buildings and machinery as may be requir ed in the business of said company, on any lands which may be owned or leased by said corporation.

SECTION 5. The property and the affairs of said company shall be managed and conducted by a board of not less than three, nor more than seven directors, who shall be elected annually, and who shall be respectively stockholders in said corporation, and who shall be elected by the stockholders, at such time and place as shall be directed by the by-laws of the corporation, each share of stock being entitled to one vote, which may be cast by the holder thereof, or by proxy duly authorized. All such elections shall be by ballot, and the persons receiving the majority of votes cast shall be directors, and when any vacancy shall happen from any cause, it shall be filled for the remainder of the year in such manner as shall be provided for by the by-laws of such corporation; the number of the directors and how many shall constitute a quorum for the transaction of business, shall be determined by said by-laws: provided, that at the first election under this charter, three directors shall be elected, a majority of whom until otherwise determined by the by-laws, shall constitute a quorum. The power to make by-laws is hereby vested in the board of directors.

All

SECTION 6. The directors shall annually after their election, elect one of their number president, whose duty it shall be to preside in their meetings, and in case of his absence at any meeting, the directors present may elect a president pro tem. The directors shall have power to make and prescribe such by-laws, rules and regulations respecting the management of the property, concerns, business and stock of such corporation as they may deem expedient and proper. meetings for the transaction of business for the corporation shall be held at their office, and the manner and time of calling meetings shall be prescribed by the bylaws of said company. The directors shall have power Powers of the to appoint a treasurer and secretary and such other offi cers as may be required by the business of said company, and may remove the same at pleasure, and fix the compensation and define the duties of all officers. They shall have power to determine the time, manner

directors.

and proportions in which the stockholders shall pay the money due, or an equivalent therefor, from their respective shares, and to make such rules respecting the forfeiture of stock and shares as they may deem advisable. They shall also have power to appoint a time certain each year for the election of directors; but such election shall always be held at the office of said company, upon notice to the stockholders of not less than thirty days before such election, published in one newspaper: provided, that if for any cause such election shall not be held at the time appointed, the same may be held at any future time upon a like notice being given to the stockholders, and the directors of the preceding year shall in all cases continue in office until the election of their successors.

increased.

SECTION 7. The said corporation may increase its capital may be capital stock and the number of shares therein, at any meeting of the stockholders especially called for that purpose: provided, that the amount as increased shall not exceed the amount authorized by the provisions of this law.

estate and bor

SECTION 8. The said corporation shall have power May hold real to purchase, hold and convey such real estate as may row money. be required to carry out the purposes and objects of this corporation; and also, shall have power to borrow money, contract debts, issue bonds, give notes and to pledge or mortgage the real and personal property of the corporation for and in the prosecution and transaction of the business of said corporation.

SECTION 9. A majority of all the stockholders present at any stated annual or special meeting, either in person or by proxy, who shall be holders of more than one-half the number of shares subscribed to the capital stock of such corporation, shall be a quorum competent to transact business; and at all such meetings each stockholder shall, on all questions, be entitled to one vote for each share of stock held by him in such corporation.

Quorum.

liable.

SECTION 10. No stockholder shall personally be Not personally either directly or indirectly liable for the debts, contracts or obligations of the company: provided, that nothing herein contained shall be construed to release him from his liability to the company or others on his stock subscriptions or other contracts.

SECTION 11. This act shall take effect from and after its passage.

Approved February 17, 1869.

Incorporators.

CHAPTER 33.

AN ACT to incorporate the concordia gesang verein of Schleisingerville, Washington county, Wisconsin.

The people of the state of Wisconsin, represented in senate and assembly, do enact as follows:

SECTION 1. John Thiel, Ernst Grosskopf, John Pick, jr., Jacob Oehrling and Christoph Eckhard, and such persons as may hereafter become associated with them, are hereby constituted a body politic and corporate, located in the village of Schleisingerville, and known under Name and ob- the name, "oncordia gesang verein," for the purpose of giving active support to its members in the cultivation of music, vocal and instrumental, of affording encouragement to literary and scientific improvements, for the advancement of art, and for aiding said society in obtaining funds to maintain and perpetuate said society.

jects.

Powers.

Further powers

Board of trustees and officers thereof.

SECTION 2. The said society shall have power to contract and to be contracted with, to sue and to be sued, to plead and to be impleaded, to answer and to be answered unto, to defend and to be defended in all courts of law and equity in the state, and shall have perpetual succession and be vested with all powers and privileges necessary to carry out and fulfill the object of their corporation.

SECTION 3. This corporation shall have further power to establish for its government, a constitution and by-laws, not inconsistent with the constitution of this state, to have and to use a common seal, and to alter the same at pleasure, and to take by gift, grant or devise, and hold and convey, real and personal property, not exceeding in value fifteen thousand dollars.

SECTION 4. The members of this association shall have power to assemble at such time and place as may be agreed upon. The control and disposal of the

funds, property and estate, and the direction and management of all the concerns of said corporation, under such directions and restrictions as may be imposed by the rules and regulations thereof, shall be vested in a board of trustees, to consist of a president, vice-president, treasurer, secretary and executive committee of three, who shall be elected annually to their respective offices by such members of the corporation as shall by the rules and regulations thereof, be entitled to vote at such election.

May elect other

SECTION 5. It shall be lawful for said association to elect such other officers as the condition and circum- officers. stances of the corporation may require, and to prescribe their powers and duties, and may require bonds for the faithful performance thereof, in such penal sum and with such sureties as they may choose, and also to prescribe their term of office: provided, however, that the said trustees shall hold their office for one year, and until others are elected and qualified.

How property

SECTION 6. The property, real and personal, of said corporation shall be devoted solely to the pur- devoted. poses and objects of said association, and all real and personal estate which may hereafter be lawfully conveyed by devise, gift, grant, purchase or otherwise, to said association, shall descend, with improvements in perpetual succession, and be held by said trustees and their successors in office in trust for said corporation. SECTION 7. All personal property of this associa tion shall be exempt from taxation.

SECTION 8. This act shall take effect and be in force from and after its passage. Approved February 17, 1869.

Exempt.

5-P. & L.