taining to medicine, surgery and hygiene among the medical profession of Tuscola County; (3) For the elevation of the professional, educational and social standing of the profession in Tuscola County; (4) For the promotion of the public health of this county and the making and executing of stipulated agreements relative to the proper medical, surgical and hygienic management of the indigent poor of Tuscola County, Michigan." §414. Memorial Associations. The Ben King Perpetual Memorial Association. "To erect a suitable monument and perpetually care for the same, the interest on the residue of the fund to be paid annually to the mother of said Ben King during her life time." $415. Political Clubs. Michigan Republican Club. "The maintenance of a club for advancing the interests of the Republican Party in the county of Wayne and State of Michigan." $416. Social Clubs. The Howard City Social Club. "The literary improvement and social enjoyment of, and promotion of good-fellowship among its members and the providing of reading and club rooms." $417. Articles of Association.-Partnership Association, Limited.-Capital Payable in Cash. ARTICLES OF ASSOCIATION The subscribers hereto, desiring to form an organization under and by virtue of the provisions of Act No. 191 of the Public Acts of Michigan, of the year 1877 (the same being Chapter 160 of the Compiled Laws of Michigan of the year 1897), entitled, “An act authorizing the formation of Partnership Associations in which the capital subscribed shall alone be responsible for the debts of the association, except under certain circumstances," and all acts amendatory thereof and supplementary thereto, do hereby make, execute and adopt the following Articles of Association, to-wit: ARTICLE I. The name of the association hereby formed is. ARTICLE II. dollars, The total amount of capital stock of said association is... dollars divided into .. shares of the par value of.. dollars per share of which capital stock ... being 50% thereof, has been subscribed, and dollars, being 10% of said capital stock has been paid in cash at the date hereof. The portion of said subscriptions remaining unpaid is payable in cash upon call of the board of managers of this association. ARTICLE III. The character of business to be conducted by this association is . ARTICLE IV. The location and principal office of said association shall be in the city of... in the county of state of Michigan. ARTICLE V. The capital stock of this association, subscribed, shall not be subject to the restrictive provisions of section four of said Act, as amended, and it is hereby expressly provided that members of this association shall have the right and power to transfer their interests and shares therein, and that when such transfer shall have been made upon the books of this company in accordance with the rules thereof, the transferee thereof shall thereby, ipso facto, become a member of this association, and the consent of the other members of said association shall not be necessary thereto. (Note: This article should be omitted if the restrictive provisions are desired.) ARTICLE VI. The duration of said association shall be from, after and including the date hereof. years ARTICLE VII. The full names and the place of residence of all of the persons joining in the formation of this association are hereinafter set forth in this article, and the number of shares of stock of said association, and the amount of capital of said association subscribed for by each of them are set opposite their respective names herein as follows, to-wit: Name. Residence. Number of Amount of capital Subscribed. ARTICLE VIII. The names of the officers of this association, selected in conformity with the provisions of this act, and the respective offices held by each, are as follows: Chairman and Manager, Secretary and Manager, Treasurer and Manager. IN WITNESS WHEREOF, we have, for the purpose of effectuating the organization of said association, and as evidence of our joint and several consent to the terms and provisions hereof, hereunto set our hands and seals this of ... A. D. 19... (Attach jurat as in Form Sec. 370 ante.) day (L. S.) $418. Articles of Association.-Partnership Association, Limited. Schedule. (To be inserted in articles when property is contributed.) ARTICLE IX. SCHEDULE. The property which has been contributed as a part of the capital of this association, and the valuation thereof, which is approved by all of the members subscribing to the capital of this association, together with the names of the parties so contributing said property are as follows, to-wit: A. B. contributed .. approved valuation of $. C. D. has contributed approved valuation of $.. which is taken at an agreed and which is taken at an agreed and (For method of describing property see Form Sec. 469, post.) $419. Form of Schedule Describing Patents Contributed to Partnership Association, Limited. (Rehfuss v. Moore, 7 L. R. A. 663-664.) "Property contributed by Charles R. Deacon, as follows: "Letters-Patent of the United States, No. 286,989, for Improvements in Buttonhole Attachments for Sewing Machines, dated October 23, 1883, granted to the 'Banks Buttonhole Machine Company, Limited,' Assignee of Charles M. Banks. "Right, title and interest in three certain letters-patent of the Dominion of Canada, for the same inventions patented in the United States by letters-patent No. 286,989, dated October 23, 1883, No. 287,213, dated October 23, 1883, and No. 305,657, dated September 23, 1884, said Canadian letters-patent having been granted but not delivered owing to models not having been supplied. "And which letters-patent, rights and interests are valued at the sum of four hundred and ninety-six thousand six hundred and seventy dollars ($496,670), by all the members of the association subscribing to the capital stock thereof." FORMS OF STATEMENT OF PURPOSE IN ARTICLES OF ASSOCIATION OF PARTNERSHIP ASSOCIATIONS, LIMITED, ORGANIZED UNDER CHAP. 160 C. L. 1897. (The following forms, taken from the articles of Michigan partnership associations, limited, of record in the office of the Secretary of State, will be found useful as approved precedents, and will, at the same time indicate the wide range of purposes to which these associations have been found adapted.) $420. Advertising Agencies. Grandin Advertising Agency, Limited. "The purpose for which this company is formed, and the character of the business to be conducted by it, is to conduct a general advertising business and all matters germane thereto.” $421. Amusement Companies. Porter J. White Amusement Company, Limited. "The character of the business to be conducted by this association is the production of plays.' $422. Brick Companies. Delton Brick & Tile Company, Limited. "The business to be conducted by said association is as follows: (I) The manufacture and sale of brick, tile, sewer pipe or piping, and any other materials that may be manufactured from clay. (II) The purchase and sale of machinery adapted to the manufacture of brick, tile, sewer pipes or piping. (III) To acquire, hold and dispose of real estate and other personal property as may be found necessary and convenient for use in connection with the business of the company." $423. Brokerage Companies. American Underwriting Company, Limited. "The purpose of this company shall be to carry on the business of buying and selling stocks and bonds, the purchasing, investing and disposing of mortgages and real estate interests, and all real and personal securities." $424. Building Companies. Elks' Building Company, Limited. "The business to be carried on by said partnership association is the purchasing, owning, selling, conveying, mortgaging, leasing and dealing in real estate in Bay City, Michigan." $425. Coal Mining Companies. The American Coal Mining Company, Limited. "The character of the business to be carried on by this association shall be as follows: (a) To own, buy, sell, lease and deal in real estate in Bay County, Michigan, and elsewhere, for the purpose of exploring, testing and mining for coal, clay, shale and other minerals. (b) To sink shafts, build railroads, sidings and spurs, ditches and roadways, construct the necessary buildings, and do all other things incident to the business of mining, handling and distributing coal, clay and other mineral products." $426. Commercial Credit and Collection Companies. The American Commercial & Rating Association, Limited. "The purpose for which this partnership association is formed and the character of the business to be conducted is the collection of accounts, claims and demands for the members thereof, its subscribers, and such other individuals, firms and corporations as may desire or require its services; to collect and compile reports and information relative to the financial standing, reputation, and responsibility of individuals, firms and corporations, and to furnish rating lists of individuals, firms and corporations to its subscribers." |