Sec[Section] 1. Be it enacted by the People of the state of Illinois represented in the General Assembly; That Gurden S Hubbard, Robert P Woodworth, James H Woodworth, L. Kimball, Augustus Butterfield, William Whipple and James Brown, and their associates and successors, be and they are hereby constituted a body politic & ^corporate^ under the name of Marseiles Manufactoring Company to be located in the Town of Marseiles, Lasalle county, and by that name shall have power to contract and be contracted with, sue and be sued, plead and be impleaded, answer and be answered unto in all courts having competent jurisdiction, and shall be vested with all ^the^ power and privileges necessary to the object of their incorporation.

Sec 2. The said company shall have power to give and receive promissory notes, to enter into and carry on all kinds of mechanical and manufacturing business; To erect mills, furnaces and machine shops for the manufactury of Flour, lumber, woolen and cotton goods castings, machinery and farming utensils.

Sec 3. The real estate owned by the said company, over and above the lots of land on which their buildings are erected, shall not exceed six hundred and forty acres, except such as may be held as a collateral security for debts bona fide owed to the said corporation as may become the property thereof by virtue of such indebtedness, and further, no real estate acquired by such indebtedness shall remain the

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property of the said corporation for a longer period than five years, under the penalty of a forfeiture thereof to the people of this state.

Sec 4. The capital stock of said company shall be two hundred thousand dollars, with power to increase the same at the pleasure of said company to any sum not exceeding five hundred thousand dollars, which capital stock shall be divided into shares of one hundred dollars each. Provided, That the total amount of debts which said corporation shall at any time owe shall not exceed the amount of their capital stock; and in case of such excess those under whose administration it shall happen shall be holden for the same in their natural and private capacity. But this shall not be construed to exempt the corporate property of the company from being also liable and chargeable for said excess.

Sec 5. Subscriptions to the capital stock of said corporation shall be opened, under the direction of the Directors hereafter named, and if more than two hundred thousand dollars shall be subscribed, they shall distribute the said stock among the several subscribers in such manner as they shall deem most conducive to the interest of said corporation. And it shall be the duty of the directors for the time being to call for and demand of the stockholders respectively, all sums of money by them subscribed at su

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subscribed at such times and in such proportions as they shall see fit under the penalty of the forfeiture of their shares, and previous payments made thereon, to the said corporation; always giving thirty days notice in a newspaper printed in or nearest to said town.

Sec 6. The stocks, property and concerns of the said corporation shall be managed and conducted by five directors, who shall at the time of their election be holders respectively of not less than twenty shares of the capital stock of said company. Said directors shall be chosen annually on the first monday in June, by the stock holders or their proxies, which shall be by ballot. Each share of the capital stock shall be entitled to one vote; and the five persons receiving the greatest number of votes shall be deemed duly elected, to hold their office for one year and until others are elected to fill their places. The Directors so chosen, or the major part of them shall constitute a board, and be competent to the transaction of business, and may from time to time make and prescribe such bye laws, rules and regulations, relative to the concerns of said corporation; the duties of the President and agent (each of whom shall be elected by a majority of the directors so chosen) and shall also regulate the duties of their agents, clerks, and all others by them employed; and also shall appoint a Treasurer who ^shall^ give bonds to the President and directors, in such amount and in such

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manner as the said directors shall prescribe. And the said Directors shall have power to appoint such other officers, agents and clerks as may be necessary for carrying on the business of said corporation.

Sec 7. Gurden S. Hubbard, Robert P Woodworth James H Woodworth, L Kimball, and Augustus Butterfield, shall be directors from the time this act takes effect, and until others are elected in their stead. Four weeks previous notice of an election, after the first, shall be given, of the time and place of holding such election by publishing such notice once in each week for four weeks immediately preceeding such election in a newspaper printed in or near to said town, and such election Shall be holden under the inspection of the directors.

Sec 8. The corporation hereby created shall continue twenty five years and no longer.

Sec 9. The company shall at all times keep proper books of account, in which shall be registered all the transactions of the corporation and the same shall at all times be subject to the inspection of the stockholders; and it shall be the duty of the Directors to make annual dividends, or at such other times as a majority of the Directors shall direct, of so much of the proffits of said company, as to them or a majority of them shall appear advisable; and the said Directors, whenever required by a majority of the

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stock holders, shall exhibit at a general meeting, a full and perfect statement of the debts and credits, and all such other matters as may be deemed essential relating to the affairs of the company.

Sec 10. A majority of the stockholders, whenever they deem it necessary may call special meetings of the company, and provided, the regular election from any cause, shall not take place at the time herein provided for, it shall be lawful for any two of the stockholders to [ca?] call a special elections giving notice of the time and place as herein before provided.

Sec 11. The stock not disposed of by the Directors in the manner hereinbefore named shall and may be issued by the directors for the time [...?]being, according to the Bye laws and regulations that may be adopted by the said company.

Sec 12. The said stock of said corporation shall be deemed personal property and assignable and transferable on the books of the corporation; but no stock holder indebtedness to the corporation shall be permited to make a transfer, until such debt be paid or secured to be paid to the satisfaction of the directors.

Sec 13. This act is hereby declared to be public, and shall take effect from and after its passage.