(1) Articles Of Incorporation Of The Independent Concrete Pipe Company

Description

This section is from the book "Business Law - Case Method", by William Kixmiller, William H. Spencer. See also: Business Law: Text and Cases.

(1) Articles Of Incorporation Of The Independent Concrete Pipe Company

We, the undersigned, hereby associate ourselves together, pursuant to the statutes of Indiana, for the organization of corporations, by the following written articles:

Article One. Name

The name shall be: The Independent Concrete Pipe Company.

Article Two. (2) Capital Stock

The capital stock of this Association shall be Ten Thousand dollars ($10,000), divided into one hundred (100) shares of One Hundred dollars ($100) each.

Article Three. (3) Object Of Corporation

The object of this Association and the proposed plan for the transaction of its business shall be:

To manufacture and license others to manufacture, maintain, conduct and manage the business of producing, purchasing, selling and dealing generally in re-enforced concrete, pipes, and any and all ingredients, products and compounds thereof, and all materials and apparatus that may be used in, or in connection with such manufacture.

To establish warehouses, agencies and depots for manufacturing and storing its concrete pipes, cements and other products. To enter into, make, form and carry out contracts of every kind, and for any lawful purpose, in carrying out the business for which it is organized, with any person, firm, association or corporation, private, public or municipal body politic.

To acquire, use, sell or lease patents in connection with its business, and to mortgage or otherwise dispose of its patents in the United States or any foreign country, in connection with the business of this corporation.

To draw, make, accept, endorse, discount, execute and issue promissory notes, bills of exchange and other negotiable or transferable instruments.

To issue bonds, debentures or obligations from time to time, for any of the objects or purposes of the corporation, and to secure the same by mortgage, deed of trust, or otherwise.

To have one or more offices to carry on all or any of its operations and business, in the State of Indiana or elsewhere.

In general, to carry on any other business, in connection with the foregoing, whether manufacturing or otherwise, and to have and to exercise all the powers conferred by the laws of Indiana upon Corporations, which may be incidental to the purpose of carrying out its business.

Article Four. (4) Place Of Operation

The business of this Corporation shall be carried on in: Vincennes, Indiana; Indianapolis, Indiana; and in foreign States, if the Corporation chooses to so act.

Article Five. (5) Number Of Directors

There shall be three (3) directors of this Corporation who, after the first year, shall be elected annually by the stockholders. All of the corporate officers shall be appointed by the directors.

Article Six. (6) Directors For The First Year

The following directors shall manage the business and prudential concerns of this Corporation for the first year of its existence:

John C. Scott, John Scott, Fred J. Smith.

Article Seven (7). Term Of Existence Of Corporation

The Association shall have an existence of fifty (50) years from the date hereof.

IN WITNESS WHEREOF we have hereunto set our hands, this 9th day of June, A. D. 1914.

FRED J. SMITH, JOHN C. SCOTT, JOHN SCOTT.

State of Indiana, County of Marion. ss.

BE IT REMEMBERED, That on this 9th day of June, A. D. 1914, before me, a Notary Public, in and for ------------County, Indiana, duly commissioned and qualified, personally appeared John C. Scott, John Scott and Fred J. Smith, the parties named in the foregoing Articles of Incorporation, and severally acknowledged the execution of the same.

IN WITNESS WHEREOF I have hereunto set my hand, and affixed my official seal, the day and year aforesaid.

G. E. MARTER, (Seal) Notary Public.

Marion County, Indiana.

Independent Concrete Pipe Company. By-Laws

Offices

1. The principal office shall be in the City of Indianapolis, County of Marion, State of Indiana, and the name of the agent in charge thereof shall be Howard Sherman.

The corporation may also have an office in the City of Vincennes, State of Indiana, and City of Chicago, State of Illinois, and also offices at such other places as the Board of Directors may from time to time appoint or the business of the Corporation require.