UTSA James Morgan Papers

By this Instrument in writing made at the City of New York the 23 day of Oct. A.D. 1835 is witnessed that the undersigned Samuel Swartwout, John S. Bartlett James W. Webb, Thomas E Davis, John P Austin, Stephen Sicard, Walter Mead & James Treat all of the City of New York Lorenzo De Zavala, Joseph Avenzana and William Dall of the City of Mexico, and James Morgan of Texas having heretofore associated themselves together for the purchase of land in Texas upon certain terms in part expressed in an Instrument, bearing [dates?] the 25th of October AD. 1834 executed by the three first of the above named parties, but in which instrument it is expressed that the terms on which the said association was to be formed and the objects to be effected thereby should be more fully set forth in a subsequent writing to be drawn up and when executed to be substituted in the place of the former.

And whereas the said association have proceeded and par tially carried into effect the object had in view as will ap pear by the record of the proceedings of the association Kept by their secretary the above named James Treat & the documents are solutions heretofore submitted to the association [?] upon by them.

Now in pursuance of the stipulation aforesaid was a final adjustment of the terms upon which the affairs of the association are to be henceforth conducted The parties above named do hereby in the first place ratify confirm all former acts proceedings by the per sons heretofore composing the association there a gent the above named Morgan, in carrying into effect the said objects.

Second The business of the association is declared to be the ac quiring of title to lands & other property in Texas, by clearing purchasing or otherwise setling & im proving the lands so purchased, the erection of Hotels Stores, Warehouses, and the making of other improvements at the places called New

Washington, the purchase of vessels, goods and provisions for the purpose of carrying on the operation aforesaid and of managing all matters incidental thereto

Third The subscribers hereto are to be bound by the stipulation herein contained subject to liabilities now & hereafter to be incurred each for himself only.

Fourth The Stock of the association including lands pur chased or contracted for, or which shall hereafter be purchased, buildings, vessels & monies arising from the sale thereof, & all other funds & personal property has been divided by a resolution of the Shareholders. Which is hereby made a permanent article of this association into six hundred & ten shares of one hundred dollars each share, and taken by the above named parties in the proportion following, to wit Samuel Swartwout one hundred & fifty shares, John S. Bart lett, one hundred shares, Thomas E. Davis fifty shares Stephen Sicard fifty shares, James Watson Webb fifty shares, James Morgan fifty shares, Lorenzo De Zavala twenty five shares,Joseph Avesanna twenty five shares William Dall twenty five shares, Walter Mead twenty five shares, Walter Mead, twenty five shares, James Treat fifty shares, and John P Austin, ten shares.

Fifth The subscribers shall be respectively liable to pay at such times and in such manner as the Man agers of the Association shall hereafter direct in the proportion of their respective shares such [sizing?] as shall be required for the purposes of the association not exceeding in all, Sixty one thousand dollars which is the present limit of the capital to be invested, & in default thereof by any shareholder he shall forfeit all right and inter est in the shares subscribed for by him & all pay ments previously made by him. Each shareholder to be liable however only for his own proportion as above.

Sixth Samuel Swartwout, John P. Austin & James Treat having been by resolution of the association appointed a board of managers for the purpose

such agent to appoint a co-agent or agents or to substitute another in his place.

Ninth. The Board of Managers shall be responsible to the shareholders only for the faithful application of the funds to the purposes herein expressed & manage ment of the affairs of the Company according to their judgement & are hereby authorized to em ploy said funds themselves or through the gen eral agent aforesaid or his successor while he shall continue to enjoy their confidence

Tenth That the acting managers, Secretary & Treasurer shall consult his colleagues in all matters he may deem of sufficient importance, and the Board of Managers shall be bound on the application of any shareholder to call all the share holders together for the purpose of consulting upon the specified matters & shal at such meeting they shall report the condition & prospects of the company to the shareholders, or so far as information shall be desired by any shareholder present.

Eleventh. Due notice being given to all the shareholders of the time & place of meeting, a majority of the shareholders shall be competent to transact business and to regulate the affairs of the Company in all respects not inconsistent with these articles. I witness whereof the said parties have hereunto suscribed set their seals the day & year first above written. In presence of Frederick Platt

Samuel Swartwout F.P. John S. Bartlett F.P. Joseph S Avenzano F.P. Walter Mead F.P. J. Morgan F.P. James Treat F.P. Jno. P. Austin F.P. Wm Dall [by?] Jno. P. Austin F.P. Lorenzo de Zavala By his Atty. James Treat F.P.