a commission broker, at terminal and other marketing points, and to do all things necessary or incidental to the things herein specified. This corporation may buy, hold, or sell its own capital stock as well as capital stock in other corporations. ARTICLE II.-Place of business. The home office of this corporation shall be at Fargo, Cass County, N. Dak., but offices and agencies may be established in Minneapolis and Duluth, Minn., Superior, and Milwaukee, Wis., and at such other places as the board of directors of the corporation may select. ARTICLE III.-Capital stock. The amount of capital stock of this corporation shall be one hundred thousand dollars ($100,000), divided into two thousand shares of fifty dollars each. Said stock shall be nonassessable. ARTICLE IV.-Capital to begin business. This corporation may begin business when fifty thousand dollars of its capital stock has been subscribed and paid for, and shall exist for a term of twenty years from date of incorporation. ARTICLE V.-Indebtedness. This corporation shall not make nor incur indebtedness or liability so as to be subject at any one time to a sum in excess of the capital stock paid in, provided that temporary accommodations, loans, or advances made upon grain or any kind of farm produce in transit or in storage for the purpose of buying and shipping such grain or produce, shall not be deemed or held to be indebtedness or liability within the meaning of the terms used in this article. ARTICLE VI.-Government. The government of the affairs of this corporation shall be vested in a board of directors, nine in number, to be elected as per provision of these articles of incorporation and as per provision of the by-laws of the corporation. They shall hold office for a term of three years, except that at the first election of directors there shall be elected three for one year, three for two years, and three for three years. ARTICLE VII.-Manner of voting. At all meetings of stockholders, whether special or regular, each stockholder shall be entitled to only one vote, regardless of the number of shares of the stock which stands to the credit of his name on the books of the corporation. ARTICLE VIII.-Name of incorporators and directors. The following are the names and places of residence of the persons forming this corporation, and who shall serve as the board of directors until their successors have been elected and qualified, to wit: A. V. Swanson, Minot, N. Dak.; O. H. Olson, New Rockford, N. Dak.; J. M. Anderson, Fargo, N. Dak.; F. B. Wood, Deering, N. Dak.; J. D. Myers, Blackwater, N. Dak.; Justus C. Bergh, Hendrum, Minn.; A. W. Ditmer, Velva, N. Dak.; Ross E. Parks, Lily, S. Dak.; Bert Cole, Campbell, Minn. In witness whereof we have hereunto fixed our signature, this 17th day of February, in the year of our Lord, 1911. STATE OF NORTH DAKOTA, County of Burleigh, ss: J. D. MYERS. On this 17th day of February in the year A. D. one thousand nine hundred and eleven, before me, M. A. Selvig, a notary public in and for Burleigh County, N. Dak., personally appeared John M. Anderson and J. D. Myres, known to me to be the persons whose names are subscribed to the foregoing instrument, and they severally acknowledged to me that they executed the same. Witness my hand and official seal this 17th day of February, A. D. 1911. [SEAL.] My commission expires March 7, 1912. M. A. SELVIG, Notary Public, Burleigh County, N. Dak. STATE OF MINNESOTA, County of Wilkin, ss: On this 21st day of February, in the year A. D. one thousand nine hundred and eleven, before me, Julius Schendel, a notary public, in and for Wilkin County, Minn., personally appeared Bert Cole, known to me to be one of the persons whose name is subscribed to the foregoing instrument, and he duly acknowledged to me that he executed the same. Witness my hand and official seal this 21st day of February, A. D. 1911. [SEAL.] JULIUS SCHENdel, Notary Public, Wilkin County, Minn. My commission expires November 22, 1914. P. D. NORTON, Secretary of State. To the SECRETARY OF STATE OF NORTH DAKOTA: You are hereby notified that Article IV of the articles of incorporation of the Equity Cooperative Exchange of Fargo, N. Dak., has been amended by written assent of three-fourths of the holders of the capital stock of said Equity Cooperative Exchange, in accordance with section 4227, article 6, of the Revised Code of North Dakota for 1905, so as to read as follows: “ARTICLE IV.—Capital to do business. "The business of building or buying terminal elevators may be begun when fifty thousand ($50,000.00) dollars of the capital stock has been subscribed and paid for in full; any other business incidental or preliminary to the purpose for which this corporation was formed may be begun when ten thousand ($10,000.00) dollars of the capital stock has been subscribed and paid for in full. This corporation shall exist for a period of twenty years from date of incorporation.' In witness whereof we have hereunto set our hands and affixed our seals this 20th day of January, 1912, at Fargo, N. Dak. J. M. Anderson, president; Bert Cole, vice president; F. H. Squire, secretary; J. C. Bergh, director; A. W. Ditmer, director; W. I. Lowthian, director; O. H. Olson, director; J. D. Myers, director; F. B. Wood, director. STATE OF NORTH DAKOTA, County of Cass, ss: On this 20th day of January, A. D. 1912, before me, a notary public, personally appeared J. M. Anderson, Bert Cole, F. B. Wood, J. D. Myers, J. C. Bergh, O. H. Olson, A. W. Ditmer, and W. I. Lowthian, known to me to be the persons whose names are subscribed to the foregoing instrument, and they severally duly acknowledged to me that they executed the same. [SEAL.] My commission expires August 5, 1914. STATE OF NORTH DAKOTA, County of Cass, ss: F. H. SQUIRE, Notary Public, Ward County. On this 29th of January, A. D. 1912, before me, a notary public, personally appeared F. H. Squire, known to me to be the person whose name is subscribed to the attached instrument, and acknowledged to me that he executed the same. [SEAL.] My commission expires April 14, 1914. WM. H. KING, Notary Public, Cass County, N. Dak. P. D. NORTON, Secretary of State. State of Minnesota, Department of State. Filed in the office of secretary of state on the 28th day of August, 1912. JULIUS A. SCHMAHL, Secretary of State. FOREIGN CORPORATIONS-) STATE OF NORTH DAKOTA, Cass County, 88: J. M. Anderson, of lawful age, being duly sworn, upon his oath states that he makes affidavit in accordance with the instructions printed on the back hereof for the purpose of complying with sections 2888, 2889, 2890, Revised Laws of Minnesota, 1905. "An act to require every foreign corporation, organized for pecuniary profit, nor or hereafter doing business in this State to have a public office in this State, at which to transact its business, and to appoint an agent duly authorized to accept service of process, and requiring such corporation to file its articles or certificates of incorporation with the secretary of state, and pay into the State treasury certain fees, providing penalties for a violation of the provisions of this act, and repealing chapter 70, General Laws of 1899; approved April 17, 1899." That he is the president of the Equity Cooperative Exchange, a corporation duly incorporated under the laws of the State of North Dakota, on the 24th day of February, 1911, for a term of twenty years; that the amount of capital stock of said corporation is one hundred thousand dollars; and the proportion of the capital stock of said corporation which is represented by the property located and business transacted in the State of Minnesota is one-fourth, and the amount of said capital stock so represented in the State of Minnesota it twenty-five thousand dollars; that Geo. S. Loftus represents said corporation in the State of Minnesota; and that the public office of said corporation or place for the transaction of its business in the State is at 122 Corn Exchange, in the city of Minneapolis, Minn. STATE OF NORTH DAKOTA, County of Cass, ss: J. M. ANDERSON. On the 20th day of August personally appeared before me, a notary public, in and for said county, in said State, J. M. Anderson, president of Equity Cooperative Exchange, and made his oath that the foregoing statement by him subscribed is true in substance and fact. Fees must be paid upon the proportion of capital stock which is represented by the property and business in Minnesota. If one-fourth of the business and property of a corporation is in Minnesota, then it must pay incorporation fees on one-fourth of its capital stock. If one-half of its business and property is in Minnesota, then it must pay incorporation fees on one-half of its capital stock. For example, a corporation with a capital stock of $100,000, having a total property and business of $200,000, $50,000 of which is in Minnesota, is required to pay on one-fourth of its capital stock, or $25,000. The fees required to be paid into the State treasury are fifty ($50.00) dollars for the first fifty thousand ($50,000) dollars or fraction thereof of such proportion of capital stock, and the further sum of five ($5.00) dollars for every additional ten thousand ($10,000) dollars or fraction thereof of such proportion of capital stock, and no increase of the capital stock of any corporation shall be valid or effectual until such corporation shall have paid into the State treasury the sum of five ($5.00) dollars for every ten thousand ($10,000) dollars or fraction thereof of such increase of said proportion of capital stock of such corporation. In case a corporation transacts business in the State, but has no property invested in this State, then the fee to be paid is based upon the proportion which its business in this State bears to its total business and property. Know all men by these presents: That the Equity Cooperative Exchange of Fargo, in the State of North Dakota, a corporation duly organized and existing under the laws of said State of North Dakota, has and maintains a public office and place of business in the State of Minnesota, to wit, 122 Corn Exchange, in the city of Minneapolis, in said State of Minnesota, and does hereby constitute and appoint Geo. S. Loftus, of said city of Minneapolis, its agent and attorney, who is duly authorized to accept service of process and upon whom service of process may be had in any action to which said company may be a party, and service on said agent shall be taken and held as personal service upon said corporation. This appointment to be and continue in force for the period of time and manner provided by sections 2888, 2889, 2890, Revised Laws of Minnesota, 1905, and until another attorney shall be substituted and appointed, and the appointment of as agent is hereby revoked. Witness our hands and seal of said company this 20th day of August, A. D. 1912. J. M. ANDERSON, President. G. A. THIEL, Secretary. STATE OF NORTH DAKOTA, County of Cass, ss: Personally appeared before me J. M. Anderson, president, and G. A. Thiel, secretary, and acknowledged the foregoing to be their free act and deed. [SEAL.] My commission expires January 3, 1913. WILLIAM F. LEMKE, Notary Public. UNITED STATES OF AMERICA. STATE OF MINNESOTA, DEPARTMENT OF STATE. I, Julius A. Schmahl, secretary of state of the State of Minnesota, do hereby certify that I have compared the annexed copy with record of the original instruments in my office of articles of incorporation of the Equity Cooperative Exchange, and amendment thereto, filed in this department on the 28th day of August, A. D. 1912, in foreign corporation file No. 1842, and that said copy is a true and correct transcript of said instruments and of the whole thereof. In testimony whereof I have hereunto set my hand and affixed the great seal of the State, at the capitol, in St. Paul, this 5th day of February, A. D. 1913. [SEAL.] JULIUS A. SCHMAHL, Secretary of State. I would also like to introduce into the record extracts from the Grain Terminal, a monthly published by the publicity committee of the independent grain exchange at Minneapolis, and I will call attention to two or three statements in it. Mr. LENROOT. Is that independent grain exchange and the Equity Cooperative Exchange the same thing? Mr. SIMPSON. There is no such thing as the independent grain exchange, and every time it is advertised as an independent grain exchange in the city of Minneapolis it is a misstatement. At the time we had the legislative investigation in Minnesota, or a short time prior thereto, feeling that they would be in trouble, Mr. Loftus, sales manager of the Equity Cooperative Exchange, Mr. Anderson, its president, and one Trovatten, a sales agent or organizer of societies, met and started to organize a grain exchange, and I have here an exhibit, the draft of articles of incorporation of that exchange that was received in evidence at that investigation. But they then stated that they never had completed the incorporation, they had not secured any subscribers. As I am informed the organization never got any further. But still the suggestion is continually made out through the Northwest that there is an independent grain exchange at Minneapolis. From the publication, the Grain Terminal, is offered the heading and those parts of the printed pages inclosed in brackets, as showing the representation that an independent exchange exists at Minneapolis. (The copy of the Grain Terminal submitted by Mr. Simpson is as follows:) CHAMBER EXHIBIT No. 6.-MARCH 4, 1913.-J. C. S. The Grain Terminal. Cooperation and efficiency. "United we stand; divided we fall." Let us work and pull together. The Grain Terminal is published monthly by the publicity committee of the Independent Grain Exchange, Minneapolis. Subscription price, 50 cents per year. No. 1. Minne. apolis, Minn., February, 1913. Vol. 1.] The efficiency of the Independent Grain Exchange system compared with the loose methods of the old line system have proven better for both railroad and shipper. The Independent Grain Exchange stands for an open market with all deals in the open as against a market controlled by a close corporation with the power in the hands of the few. The Independent Grain Exchange and its members see that every shipper gets everything in inspection and weights that is coming to him, and that his interests are impartially and fairly handled. The Independent Grain Exchange is here because of an insistent demand for improved methods of grain marketing and a more direct route from producer to consumer. Extravagant and costly methods of handling grain must give way to efficiency methods. The old-line system must face efficiency competition. To farmer, farmers' elevator companies, and all shippers: If you are interested in improved methods of marketing your grain, if you are looking for a more direct path from producer to consumer, remember that the Independent Grain Exchange is ready to serve you. Write any member of the Independent Exchange or George S. Loftus, sales manager. NORTH DAKOTA SHIPPERS FOR INDEPENDENT MOVEMENT. George S. Loftus, president, and James Manahan, general counsel, addressed large gatherings of shippers at Fargo, N. Dak., during the week of the Tri-State Grain Growers' meeting, in January. Intense interest was shown in the movement for better marketing methods and the work being done by the Independent Grain Exchange. Many shippers voluntarily signified their intention of sending consignments to the Independent Exchange. Shippers demand an open and uncontrolled market for their products. They insist that the price shall be named by supply and demand and not by market manipulation. LEADING NORTH DAKOTA PAPER DECLARES FOR INDEPENDENT GRAIN EXCHANGE. [Editorial from the Fargo (N. Dak.) Daily Courier-News.] The citizens of North Dakota, almost without exception, are interested in grain and grain prices. Our chief commodity is grain and our greatest business is its production; therefore any means which will insure an added 10 cents of grain income per bushel is of prime importance to our people. The Society of Equity has thrown its influence back of a great independent grainhandling movement. The sales end is in charge of George S. Loftus, of Minneapolis, one of the ablest and one of the cleanest grain men in the whole country. The legal end is in charge of James Manahan, lawyer, and of the same high type of citizen as Mr. Loftus. These two men are making a fight against present conditions which will be epochal for the farmer. They deserve and will undoubtedly get the support of North Dakota grain growers. It is human to be imperfect. It is but natural to expect that there will be imperfections in the best plans, but there is no dodging the fact that the nearer the farmer can get to disposing of his product directly to the consumer the greater his chance of profit, and the sum of his whole year's effort is to get the greatest possible honorable return for what he produces-his stock in trade his crop. The Independent Exchange is a step in that direction. It is designed to bring the farmer and grain buyer directly in touch, eliminating the costly and unprofitable chamber-of-commerce |