F 856 .133 Copy 1 — ^:^m. v.v ; ARTICLES OF INCORPORATION BY-LAWS or California, INCORPORATED NOVEMBER 18, 1881 Office, -No.' lo California St., San Francisco. SAN FRANCISCO. Payot, Upham fc Co., Stationkrs an)> Printf.hs, 20-4 Stinsome Street. 1882. -^-K-^cf ^0.^^. -mw^ \ ARTICLES OF INCORPORATION -AND- BY-LAWS -OF THE- ,-5 Of California. INCORPORATED NOVEMBER 18, ISSl Ofnce, No. 10 California St., San Francisco. SAN FEANCISCO. Payot, Upham & Co., Stationers and Printers, 204 Sansome Street. 1882. OFFICERS. ARTHUK R. BEIGGS, President, Wm. L. merry, Vice-President, W. STEINHART, Treasurer, J. A. JOHNSON, Secretary, C. H. STREET, Land Officer. BOARD OF DIRECTORS. J as. Pi. Kelly, AV. N. Haavley, Wm. L. Merry, W. Steinhart, Jas. Duffy, T. Ij. Barker, Wm. Blanding, . J. Y. Webster, Arthur R. Briggs. executive com3iittee. Jas. Pt. Kelly, Wm. Blanding, T. L. Barker, J. V. AYebster. Arthur R. Briggs. members of association. Jas. R. Kelly, J. A. Folger, W. W. Dodge, W. N. Hawley, AYm. L. Merry, AY. Steinhart, Jules Cerf, Henry Casanova, Henry Payot, Geo. K. Porter, M. Ehrman, Jas. Duffy, T. L. Barker, W3i. Blanding, Arthur E. Briggs, C. AY. AYhitney, J. A^ AA'ebster, John C. Hall, C. F. Bassett, a. a. Wheeler. ARTICLES OF INCORPORATION OF THE IMMIGRATION ASSOCIATION OF CALIFORNIA. Know all Men by these Pbesents, That we, the undersigned, have associated ourselves together for the 23urpose of incorporating, and do hereby- incorporate under the provisions of Title XII, Part IV, Division First of the Civil Code of the State of California. And we hereby certify First, That the name of said Incorporation is The Immigration Association of California. Second, That the objects of this incorporation are 1st. To encourage immigration into California of agriculturists, artisans and such other persons (except Mongolians) as wall be likely to become- permanent residents and citizens of this State. 2d. To obtain and disseminate such information as can be obtained "from reliable sources in refer- ence to lands which may be purchased; climate; character of soil and its productions ; opportunities for obtaining building material and fuel; w^ater sup- ply; transportation facilities; location with reference to markets, towns, schools, etc., and any and all practical information (with maps and statistics cf California) which may be beneficial to immigrants seeking homes; to have the same compiled and published in different languages, when necessary, and distributed in the States east of the Rocky Mountains, and in Europe. 3d. To establish an immigration office in the City and County of San Francisco, State of Cali- fornia; to appoint agents of said Corporation else- 'where whenever it is thought practicable; to dis- tribute information, and to solicit immigrants to come to California; to assist immigrants in secur- ing safe and inexpensive transportation, and to render them such other assistance as the Corporation may be able to render them while en route, and until the}^ are settled in said State. Third, That the j)rincipal place of business of this Corporation shall be in the City and County 'of San Francisco, State of California. Fourth, That the term of its existence shall be fifty years from and after the date of its incorpora- tion. Fifth, That the number of its Directors shall be nine (five of whom shall be members of the Board of Trade of San Francisco, and four who shall not be members of said Board of Trade, but who shall be residents and citizens of the State of California). That the names and residences of those who have been elected for the first year are as follows, viz James R. Kelly, of the Cit}^ and County of San Francisco, Cal. W. N. Hawley, of the City and County of San Francisco, Cal. AVm. L. Meeey, of the City and County of San Francisco, Cal. Wm. Steinhart, of the City and County of San Francisco, Cal. James Duffy, of the City and County of San Francisco, Cal. T. L. Barker, of the City of Oakland, County of Alameda, Cal. Wm. Blanding, of the City and County of San Francisco, Cal. Arthur R. Briggs, of the City and County of San Francisco, Cal. J. V. Webster, of the City of Oakland, County of Alameda, Cal. That each and all of said Directors were at the time of their election citizens of the United States, and of the State of California. Sixth J That this Corporation has no capital stock or shares, and that its object is not pecuniary profit. Seventh, We further certify that the Directors above named were duly elected b}^ the members of The Immigration Association of California ^ hereby incorporated at a meeting held on the 18th day of November, A. D. 1881, at the rooms of the Board of Trade, in the City and County of San Francisco. That at said meeting these articles of incorporation were adopted, and that the above named Directors were elected by a majority of the members of the Association, who were present and voted at such election, to serve for one year, or until their successors are elected and qualified. In witness whereof we have hereunto subscribed our names this nineteenth day of November, A. D. 1881. James E. Kelly, J. V. Webster, J. Duffy, AY. W. Dodge, William L. Merry, Hy. Casanova, AYm. Blanding, J as. a. Folger. Henry Payot, M. Ehrman, T. L. Barker, J. Cerf, Wm. Steiniiart, Geo. K. Porter, C. W. Whitney, Alfred A. Wheeler, AY. N. Hawley, John C. Hall, Arthur R. Briggs, C. F. Bassett, 9 STATE OF CALIFOENIA, ^^ City and County of San Francisco, | ' On this twenty-fiist clay of November, A. D. One thousand eight hundred and eighty-one, be- fore me, Holland Smith, a Notary Public in and for said City and County of San Francisco, residing- therein, duly commissioned and sworn, personally appeared, James E. Kelly, J. Duffy, William L. Merry, Wm. Blanding, Henry Payot, T. L. Barker, Wm. Steinhart, C. W. Whitney, W. N. Hawley, Arthur E. Briggs, J. V. Webster, AY. A¥. Dodge, Hy. Casanova, Jas. A. Folger, M. Ehrman, J. Cerf, Geo. K. Porter, Alfred A. Wheeler, John C. Hall, and C. F. Bassett, known to me to be the persons described in and v>hose names are subscribed to the annexed instrument, and they severally acknowledged to me that they executed the same. In witness whereof, 1 have 'hereunto set my hand and affixed my official seal at my office, in the City and County of San Francisco, the day and year last above w^ritten. Holland Smith, Notary Public. [seal.] No. o07 MoDtgomeiy Street. 10 STATE OF CALIFORNIA, ^^ City and County of San Francisco, James R. Kelly aud Wm. L. Merry first being duly sworn, eacli says for himself and not one for the other, that he has read the foregoing* certificate and articles of incorporation of The Immigration Association of California, and well knows the con- tents thereof. That he the said Kelly, and he the said Merry, are the officers who conducted the election for Directors mentioned in said certificate and said articles of incorporation. That they and each of them, conducted said election as there- in mentioned, to- wit: The said James R. Kelly acting as President aud the said WxM. L. Merri' acting as Secretary. That they, and each of them, were at said time and are now members of said Association, and residents of the State of California, That at said election a majority of the members of said Association were present and voted, and that all and singular the matters and things set out in said certificate and in said articles of incorporation are true to each of these affiants' knowledge. James R. Kelly, William L. Merry. Subscribed and sworn to before me this 21st d ly of November, A. D. 1881. Holland Smith, [seal.] Notary Public. 11 STATE OF CALIFORNIA, | ^ City and County of San Francisco, j I, David Wilder, County Clerk ol the City and County of San Francisco, State of California, here- by certify the foregoing- to be a full, true and correct copy of the original articles of incorporation of The Immigration Association of California, filed in my office on the twenty-first day of -No- vember, A. D. 1881. Attest my hand and official seal, this 21st day of November, A. D. 1881. David Wilder, [seal.] County Clerk. By D. C. Van Nostrand, Deputy County Clerk. CERTIFICATE OF INCORPORATION. STATE OF CALIFORNIA, > Department of State. S Sacramento, Nov. 23, 1881. I, D. M. Burns, Secretary of the State of Cali- fornia, do hereby certify that a copy of Articles of Incorporation, duly certified by the County Clerk of San Francisco County, was filed in this office on the 23d day of November, A. D. 1881, containing the followinof statement of facts: 12 First, That the name of the Corporation is The Immigration Association of California. Second, That the purposes for which it is formed are : 1st. To encourage immigration into California ol agriculturists, artisans and such other x^ersons (ex- cept Mongolians) as will be likely to become per- manent residents and citizens of this State. 2d. To obtain and disseminate such information as can be obtained from reliable sources in reference to lands which may be purchased; climate: char- acter of soil and its productions; opportunities for obtaining building material and fuel; water sup- ply; transportation facilities; location with refer- ence to markets, towns, schools, etc., and any and all practical information (with maps and statistics of California) which may be beneficial to immigrants seeking homes; to have the same compiled and published in different languages, when necessary, and distributed in the States east of the Rocky Mountains, and in Europe. 3d. To establish an immigration office in the City and County of San Francisco, State of Cali- fornia; to api)oint agents of said Corporation else- where whenever it is thought practicable; to dis- tribute information, and to solicit immigrants to come to California; to assist immigrants in secur- 13 ing- safe and inexpensive transportation, and to render them such other assistance as the Corpora- tion may be able to render them while en route, and until they are settled in said State. Third, The place where its princi^Dal business is to be transacted, is the City and County of San Francisco, State of California. Fourth, That the term for which it is to exist is fifty years. Fifili, That the number of its Directors or Trus- tees is nine, and the names and residences of those who are to act as Directors or Trustees for the first year are, James R. Kelley, W. N. Hawley, Wm. L. Merry, Wm. Steinhart, James Duffy, Wm. Blan- DiNG and Arthur R. Brings, of Sar Francisco, State of California, and T, L, Barker -and J. V. Web- ster, of Oakland, State of California. Witness my hand and the great seal of State, at office in Sacramento, California, the 2od day of November, A. D. 1881. D. M. Burns, [l. s.l Secietary of State. By Thos. H, Reynolds, Deputy. BY-LAWS Name ov Organization. Sec. 1. This organization shall be known as The Immigration Association of California. Membership. Sec. 2. The number of the acting members of this Association shall be fweiiff/, and each member shall be entitled to one vote at any meeting of the As- sociation, but only when present in person. Twelve members of this Association shall be members of the Board of Trade of San F^rancisco, and eight shall be citizens and residents of the State of Cali- fornia, who are not members of said Board of Trade. Vacancies in the membership shall be filled by the remaining members, within thirt}* days after the date they are reported to the officers of the As- sociation. No membership shall be deemed or held to give any member any right, title or interest, in or to, or share in, the property of the Association other than that provided in Articles of Incorporation and in the By-Laws of the Association. 16 Election. Sec. 3. There shall be elected immediately af ter the adoption of these Bj'-Laws (and each year thereafter) nine Directors from the members of the Association, who shall serve for one year, or until their successors are elected and qualified. Five members of the Board of Directors shall be mem- bers of the Board of Trade of San Francisco, and four members of the Board of Directors shall not be members of said Board of Trade. The Board of Directors shall exercise the powers of and general supervision over the Association. The Association shall haAX power to fill vacancies in the Board of Directors as they occur, from mem- bers of the Association. Ail elections of the Association and of the Board of Directors shall be by ballot. Officers and Executive Committee. Sec. 4. At the first meeting of the Board of Directors (and at the first meeting of said Board to be holden after each annual meeting of the Associa- tion), there shall be elected by the Board a 'Presi- dent, a Vice-President, a Treasurer, and a Secre- tary'. The Secretary shall not be a member of the Board of Directors, and need not be ^ member of the Association. The Secretary and Treasurer of 17 ihe Association shall be required to give bonds, the amount of which shall be fixed from time to time by the Board of Directors. All officers, agents and employes of the Asso- ciation shall hold their offices at the pleasure of the Board of Directors. The Board shall also elect four of its number, who together with the President (or in his absence the Vice-President), shall constitute an Executive Committee to administer the business and affairs of the Association according to the general rules, >^gulations and instructions of the Board of Di- ^^rectors. Vacancies in the Executive Committee shall be filled by the Board of Directors. Ee VENUE. Sec. 5. The revenue of the Association shall be derived from the following sources: From suh- scriptions, for which no special consideration shall be derived from the Association. From such other sources as in the opinion of the Board of Directors can be made available, and which will not impair the efficiency nor be inconsistent with the objects of the Association. The Association mai/ acquire properti/, but only such as is necessary for the promotion of the ob- jects of the Association. It shall not engage in the selling of lands for profit. 18 The Association shall have no power to assess its members. EeCEIPTS and DiSBURSEMExN'TS. Sec. 6. All monies shall be received by the Sec- retary (who shall keep the books of the Association) and be deposited by him with the Treasurer. No money shall be drawn from the Treasury except on checks signed by the President (or acting Presi- dent) and the Secretary. No debts shall be con- tracted for or money expended to an amount ex- ceeding Fifty Dollars, unless j)reviously ordered by the Executive Committee. Compensation. Sec. 7. No officer of the Asoociation shall re- ceive compensation, except the Secretary, whose compensation shall be lixed from time to time by the Board of Directors. Honorary Members. Sec. 8. The Association shall have power to elect Honorary Members from citizens of San Francisco or elsewhere. Honorary members shall not be entitled to vote or be eligible to office. The Board of Directors may appoint any honorary member to act as the agent or representative of the Association in the town, county or country where he mav reside. 19 Agents. Sec. 9. The Board of Directors shall endeavor to secure a correspondent (who shall be a resident of the county he represents) for the Association in every county in the State, to co-operate with and to promote the objects of this Association. AnnuaTj Meetings. Sec 10. The Annual Meeting of the Associa- tion shall be held on the Third Tuesday of Novem- ber of each year, at which meeting the President, the Treasurer and the Secretary shall make reports. Their reports shall contain a statement of the income, (expenditures, assets and liabilities of the Associa- tion for the tiscal year. The correctness of these statements shall be certified to before presentation, by a Committee appointed by the Board of Direct- ors for that purpose, which shall make personal examination into the affairs of the Association be- fore such certification is given. There shall also be a report in detail by the Executive Committee, exhibiting the transactions of the Association for the year. T'he Secretary shall make a monthly report to the Board of Directors showing the financial con- dition^of the'Association. Meetings of the Board. Sec 11. The regular meetings of the Board of 20 Directors shall be held monthly on the Third Tues- day of each month. Special meetings may be called at any time at the direction of the Executive Committee, or by the President, at the request, in writing, of three members of the Board of Di- rectors. Special Meetings of the Association. Sec. 12. Special meetings of the Association may be called at any time at the discretion of the Executive Committee. A meeting of the Associ- ation shall be called by the President at any time on the written request of five members. All notices of meetings shall be given by letter or circular, or by such newspapers as the Executive Committee may designate. Notices of meetings shall be given not less than five days in advance. Quorum. Sec. 13. At all meeting's of the Association (except for amendment to the By-Laws), of the Board of Directors, and of the Executive (commit- tee, a majority shall constitute a quorum. Amendment to By-Laws. Sec. 14. The By-Laws may be amended at any meeting of the Association, due notice having been given in the call of the meeting, of the proposed amendment. But no amendment shall be made with less than fifteen concurrent afiirmative votes. LIBRARY OF CONGRESS 017 060 504 4