Articles of Association of the Missouri Fur Company
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ARTICLES OF AGREEMENT, ST. LOUIS MISSOURI FUR COMPANY
Articles of Association and Copartnership made and entered into by and between Benjamin Wilkinson, Pierre Chouteau, senior, Manuel Lisa, Augustin Chouteau, junior, Reuben Lewis, William Clark and Sylvestre Labbadie all of the town of St . Louis and Territory of Louisiana, and Pierre Menard and William Morrison of the town of Kaskaskia in the Territory of Indiana, and also Andrew Henry of Louisiana, for the purposes of trading and hunting up the river Missouri and to the head waters thereof or at such other place or places as a majority of the subscribing co-partners may elect, viz:
Article 1st . This association shall be called and known by the style Sc firm of the St . Louis Missouri fur Company; each member of which shall sign and subscribe these articles of association, and shall be bound to furnish for the joint benefit of the company to compose the outfits requisite for such expedition, and generally to pay equal proportions of all and every expenses whatsoever, which may be deemed expedient by the aforesaid majority of the company in order to carry on the above mentioned objects of trading and hunting.
Article 2nd. Each member of the association shall be obliged to accompany the expedition in person or to send some person or persons, to be approved of by a majority of the company; and each member of the company failing to do so, shall pay the sum of five hundred dollars per annum for the benefit of and to be divided amongst such of the co-partners as may accompany the expedition.
Article 3d. Each partner binds and obliges himself to do every thing which may be in his power for the joint benefit of the company during the period of time fixed upon for the existence of these articles of association; to refrain from trading directly or indirectly with all and every party or nations of Indians or the men employed by the company contrary to the true spirit and meaning of these articles of co-partnership or contrary to the joint interest and benefit of the company. And it is expressly agreed and understood that if any member of the company shall during the existence of these articles, be discovered or known to traffic or trade for his own separate or individual interest or contrary to the true spirit and meaning of these articles of association he shall not only forfeit & pay for the joint benefit of the Company all his portion of the stock and profits but also to be forever thereafter excluded from the Company. Provided however that a majority of all the members agree to such forfeiture and expulsion.
Article 4th. No member of this Company shall during the existence of these articles be permitted to traffic or trade with any party or nation of Indians, nor with any other nation or description of men whatsoever at or above the Mandane nation of Indians or their towns, villages or usual places of residence for his or their separate and individual profit, nor contrary to the true intent and meaning of these articles, and that a breach of this article shall subject the party offending to the same penalties for the same uses, and also to expulsion as specified in the last preceding article.
Article 5th. And whereas the above named Manuel Lisa, Pierre Menard and William Morrison were lately associated in a trading expedition up the said River Missouri and have now a fort established on the waters of the Yellow Stone river, a branch of the Missoury, at which said fort they have as is alleged by them a quantity of Merchandise and also a number of horses. Now therefore it is agreed that this Company is to accept from them the said Manuel Lisa, Pierre Menard & William Morrison all the merchandise they may have on hand at the time the first expedition to be sent up by this Company shall arrive at said fort. Provided however that the same is not then damaged, and if the same or any part thereof should be dammaged then the company shall only be bound to receive such parts and parcels thereof as may be fit for trading or such parts as may not be damaged, and for the whole or such parts thereof as may be received by a majority of the other members of this company then present this company is to allow and pay them the said Manuel Lisa, Pierre Menard & William Morrison one hundred per centum of the first cost .
Article 6th. The present company is also bound to receive from said Manuel Lisa, Pierre Menard & William Morrison the number of thirty eight horses which it is alleged had been left by them at said fort when Manuel Lisa took his departure from there or so many of said Horses as a majority of the other members of this Company then present may approve of, and to allow and pay them the sum of thirty dollars for each Horse so approved of and accepted. This Company is also bound to receive from them the said Manuel Lisa, Pierre Menard Ic William Morrison such other Horses the number and quality of which to be approved of in like manner as may have been purchased by their agent for them at said fort, at the time the aforesaid expedition shall arrive there and which may then be delivered for which this Company is to allow any pay them the first cost of the merchandise paid for said Horses and also one hundred per centum on the first cost thereof.
Article 7th. All the Horses purchased by the agent of said Manuel Lisa, Pierre Menard & William Morrison since the departure of Manuel Lisa from said fort, for money or Peltry, and which shall be accepted and approved of as aforesaid are to be received by this Company at first cost to be paid said Manuel Lisa, Pierre Menard & William Morrison.
Article 8. Every person approved of & accepted as above mentioned to act as the agents of any absent member of this Company shall always be subject to the orders of a majority of the Company then present, and on refusal so to do shall thereupon be discharged and the Partner for whom he acted, shall be bound to pay the same sum of money annually as those who neither attend the expedition in person nor furnish an agent, the time to be computed from the time such agent shall be discharged. Which said annual sum shall also be for the exclusive benefit of such members of the Company as may be with the expedition.
Article 9th. When the aforesaid expedition shall arrive at or above the Mandan nation of Indians, each partner accompanying the expedition shall be bound to proceed to & reside at such post or places as may be designated for him by a majority of the Company then present and also when there to do and perform as far as may be possible all those duties required of him by such majority of the Company. Each member failing to comply with this article shall be bound to forfeit and pay to the Company one thousand Dollars per annum to be computed from the time of the first breach of this article in each year untill he shall comply with the aforesaid duties required of him by such majority.
Article 10th. The members of this association having contracted with his Excellency governor Lewis to convey the chief of the Mandan Indians now at St. Louis to his nation: It is hereby agreed that Pierre Chouteau senior shall have the command and complete control of this present expedition: to have the full direction of the march; to have the command of such officers as may be appointed under him; to point out their duties and give each officer his command agreeably to rank—so far as the company is bound by the aforesaid contract with the Executive to observe Military Discipline.
Article 11th. Manuel Lisa and Benjamin Wilkinson are hereby appointed factors to trade with the Indians or men employed by the Company, they shall keep just and fair accounts of all their Company transactions subject to the inspection of the Company or any member of the Company at all times, to use their utmost industry, skill and knowledge for the benefit of the company, to make purchases of peltry and merchandise, to engage men and draw bills of exchange on the agent of the Company hereinafter mentioned residing at St. Louis for such purchases & engagements to the full amount of the funds which such agent may have in his hands belonging to the Company and at that time unappropriated by the Company.
Article 12th. No purchases of Merchandise are to be made without the consent and approbation of a majority of the Company.
Article 13th. The above mentioned factors are to continue as such during their pleasure or that of a Majority of the company and to be subject to no responsability except for personal neglect or willful waste of the goods or property they may have in charge or possession.
Article 14th. William Clark is hereby appointed agent of this company to reside at the Town of Saint Louis. He is to receive all Peltries, furs, monies or other property sent or delivered to him by the Company or any member thereof; and the same to keep & preserve in the best manner he can for the interest of the company, untill the same shall be divided, and for the preservation and keeping of said Peltries, furs or other property of the company the said agent shall be paid and allowed all necessary expenditures made by him.
Article 15th. Whenever any Peltries, furs or other property belonging to the company shall be sent down and delivered to said agent, the same shall be (as speedily thereafter as may be) divided equally between all the partners, and their respective proportions paid to them or their agents on demand.
Article 16th. Should the company or a Majority thereof deem it expedient to purchase a greater quantity of Merchandize, or engage a greater number of men than may at any time be had on hand or engaged, the aforesaid agent is to purchase the said Merchandize and engage the men on the best possible terms, for the interest of the Company, always having regard to the Inventories of such articles as may from time to time be forwarded to him by the aforesaid factors, for all of which said purchases of merchandize or engagement of men each member of the Company shall be bound to pay an equal part of the expense.
Article 17th. It is agreed that Pierre Chouteau senior, Manuel Lisa and Pierre Menard are to be the first of the co-partners accompanying the expedition who will be permitted to return to St. Louis. They will however each be bound under the penalty mentioned in the Second article either personally to return to their respective posts or join the expedition up the river during the Spring succeeding their arrival at Saint Louis; or to send an Agent as is also provided in the Second article; to act in their place— and in ascertaining the amount of forfeitures for a breach of this article the time shall be computed from the arrival of the party- at the Town of St. Louis; which said forfeitures shall also be applied & appropriated as is provided in the aforesaid Second article.
Article 18th. Benjamin Wilkinson & Augustus Chouteau Junior are to be the next members of this Company accompanying the expedition who will be permitted to return to Saint Louis subject to the same provisions as are Contained in the preceding article and those of Article Second.
Article 19. No person shall hereafter be admitted to become a member of this company unless by the unanimous consent of every partner.
Article 20th. The foregoing articles of association and Co partnership are to have effect and continue in force for and to the full end and expiration of the term of three years from and after the date hereof, subject to such alterations as a majority of the Company may deem necessary.
In testimony of which we & each of us have hereunto subscribed our names at the Town of St. Louis this seventh day of March eighteen hundred & nine—interlined in tenth line from beginning before signed, and also Dennis fitzhugh of Louisville Kentucky.
Signed in presence of Pre Chouteau Meriwether Lewis Manuel Lisa Ben Wilkinson Stre Labbadie A.P. Chouteau Ben Wilkinson for Reuben Lewis Wm Clark Manuel Lisa for Pierre Menard Manuel Lisa for William Morrison Andrew Henry
Article 21. Previous to the division of the Peltry fur and other property mentioned in article 15 all expenditure of whatever nature incurred by the Company previous to said Division shall first be deducted from the gross amount of Property to be divided as specified in said article.
Article 22. William Clark & Pierre Chouteau or either of them in the absence of the others are hereby appointed and fully authorized by the Company to sign and execute all notes, bills, obligations, receipts discharges & acquittances for and in behalf of the Company.
Meriwether Lewis Requier
Pre Chouteau Manuel Lisa Ben Wilkinson A.P. Chouteau Manuel Lisa for Pre Menard Manuel Lisa for William Morrison Ben Wilkinson for Reuben Lewis Stre Labbadie Andrew Henry