aiiM. BY-LAWS The Credit Foncier Company. // NEW YORK Published by The Credit Foncier Company Room 723, 32 Nassau Street. 1891. Pl3^ I 4-^ W^H" Bancioh Ubfaqr BY-LAV/S. Article I. Section i. The business of the Credit Foncier Company shall be managed by the Board of ten Directors named in the charter, whose term of office shall expire on the first Monday in January, 1888, when an election shall beheld by the Company and a Board of ten Directors shall be elected, two of whom shall be elected to serve for the term of one year, two for the term of two years, two for the term of three years, two for the term of four years, and two for the term of five years ; and annually there- after two Directors shall be elected to serve for five years, the election to take place on the day fixed therefor in the laws regulating elections. Six members of the Board of Directors shall constitute a quorum for the transaction of business. In the event of a vacancy in their body by death or otherwise, the remaining members of the Board shall, by appointment, fill such vacancy, and such ap- pointee shall hold such office until the next annual elec- tion thereafter, at which time his or her successor shall be duly elected. Sec 2. The Board shall organize by selecting from their own body a Chairman, Treasurer, Attorney, and Secretary, who shall perform their duties subject to its control, receiving such compensation as may be deter- mined by it, and approved by the stockholders. Sec. 3. The Board shall have power to appoint agents and committees to carry into effect any of the objects ex- 2 THE CREDIT FONCIER COMPANY. pressed in the Declaration o^ Principles and By-Laws, and to prescribe and determine their respective duties and compensations. Sec. 4. They shall have and exercise a general superin- tendence of the business of the Company ; shall control and manage its properties and effects by themselves or through their agents and committees ; shall call together, from time to time, the heads of departments for consulta- tion and advice upon the affairs of the Company, and at such meetings they may call on the heads of departments for such reports relating to the subject matters under their control and management as they may deem proper, which it shall be their duty to prepare and submit. Records shall be kept of such meetings, and rules and regulations shall be adopted thereat for the administration of the busi- ness of the Company's departments. Sec 5. They shall make all rules for the management and regulation of the Company and maintenance of good order therein, after submitting drafts of the same to every resident stockholder for his or her comment, and provide and enforce penalties for their infraction. Sec 6. A majority of the Board shall have power to punish by suspension or otherwise any member of the Company guilty of a willful infraction of the rules of the Board, or of any principle or by-law of the Company, or for acts or conduct which they may deem disorderly or injurious to the interests or hostile to the objects of the Company ; but the accused may appeal from their sen- tence as hereinafter provided. Sec 7. They shall fix the amount of security to be given by the Treasurer or any other officer, agent, or fiduciary of the Company, and decide upon the adequacy thereof. Sec 8. They shall cause a record of their proceedings to be kept and preserved by the Secretary. Sec 9. They shall present annually, to the members, a BY-LAWS. '3 written or printed report of the state of the Company with a general history of their proceedings for the preceding year. Sec. 10. They shall not allow any game of chance or skill to be played for money or its equivalent, nor any betting upon any such game by persons not engaged therein ; nor permit an open bar for the sale of liquors in the company. Sec. II. They shall, at least thirty days before the expiration of the term of office of each class of Directors, call for the stockholders to make their election of Directors, in accordance with a plan which will be hereafter provided. [See page 122 Integral Co-operation.] The new Directors shall be duly installed immediately after their election is officially reported and announced. Sec 12. It shall be the^ duty of the Board to prepare and formulate, at the earliest date possible, a code of elec- tion laws, providing for nominations, stating the times for holding elections, and the manner of voting, to be sub- mitted to the members of the Company for their comments and afterward for their approval, which, when so approved, shall become a part of these by-laws. Article II. DUTIES OF THE CHAIRMAN. Section i. It shall be the duty of the Chairman, or in his absence a chairman ^ro tempore, to preside at all meetings ; to preserve order, decide all questions of order, subject to appeal to the Board, and to call special meetings when- ever he may deem it advisable, or at the written request of three members ; to sign all orders drawn by the Secretary upon the Treasurer,' and to have a general supervision of the affairs of the Company. 4 THE CREDIT FONCIER COMPANY, Article III. OF THE SECRETARY. Section i. It shall be the duty of the Secretary to keep a correct minute of the proceedings of all meetings and record the same in a book provided for that purpose ; to keep the corporate seal and the official bonds of the Treasurer and other fiducial officers ; to take care of all books and papers in his department, and give information at any time regarding resolutions or orders of any kind made by meetings ; to draw all orders on the Treasurer for the payment of money ; to execute the Chairman's orders in regard to special meetings ; to inform members of all regular or special meetings ; to notify all commit- tees and agents of their appointments, transmitting such instructions as may be directed by the Board ; and to at- tend in every respect to all official correspondence, keep- ing copies of the same on file. He shall, once a month, submit a general report of the matters in his department. Article IV. OF THE treasurer. Section i. The Treasurer shall have charge and cus- tody of all the books, papers, vouchers, securities, deeds, etc., of the Company, except such as are committed to the care of the Secretary ; he shall collect and receive all moneys and deposits due and payable to the Company, and shall pay out of the proper funds all drafts of the Secretary draw^n by order of the Board of Directors ; he shall prepare and present monthly a full and specific account of all receipts and disbursements, and of the property held by the Company, which shall be examined by three auditors to be appointed by the Board, and if they deem it expedient they shall order it published ; he BY-LAWS. 5 shall do and perform such other duties as are incident to the nature of his office, and shall give security for the faithful custody and application of the funds of the Com- pany and for the proper performance of his duties, to be approved by the Board of Directors. Article V. OF THE ATTORNEY AND HIS DUTIES. Section i. The Attorney shall have charge of, and at- tend to all matters of a legal nature, which may arise be- tween the Company and any outside person or persons or corporation of any and every character and kind whatso- ever ; and shall have charge of the books of registration, and of all records pertaining to the occupancy of lands. And by order of the Board shall, when required, draft by- laws, and any and all papers, instruments, or documents of a legal character, and at all times advise the Board and heads of Departments in matters relating to law and arbi- tration, and hgive and exercise a general supervision over and of all matters of arbitration which may arise or be- come necessary between the members themselves and between a member or members and the Company. And he shall keep on file in his office all papers or copies thereof, which may be made or become necessary in and about all matters of arbitration or litigation of any and every kind whatsoever ; and shall keep a record of such filed in alphabetical order in a proper book furnished by the Company for such purpose. And shall, whenever re- quired by the Board, furnish them a full report of any case or cases which may at the time have been completed and final action therein taken, or which may at the time be under advisement ; and shall be custodian of Wills and Codicils, which should be by him kept in a safe fire-proof building or vault, provided by the Company for such purpose. 6 THE CREDIT FONCIER COMPANY. Article VI. OF THE EXECUTIVE DEPARTMENTS. Section i. The Board, through its own members, shall assume the special direction of the several departments. Sec. 2. There shall be the following executive depart- ments : I. Department of Deposits, Loans, Insurance, and the ways and means of payment. II. Department of Surveys, Buildings, Improvements, Streets, Parks, Wharves, etc. III. Department of Law, Arbitration and Registration. IV. Department of the Employment of Motors, Powers, Light and Heat. V. Department of Police, Fire, Sewageand Public Clean- liness. VI. Department of Transportation and Communication. VII. Department of Diversification and .Perfection of Employment and Settlements. VIII. Department of Social Science, Education, Amuse- ments and Baths. IX. Department of Agriculture, Forestry, Game and Fish Culture and Preservation. X. Department of Medicine and Surgery, Pharmacy, Hygiene, Supplies and Commissariat. Sec. 3. The above departments may be augmented by sub-departments. Sec. 4. The Board shall provide for such bureaus clerks or other subordinate officers as may be required for the transaction of the business of the departments. Sec 5. Each department shall have power to prescribe rules and regulations, not inconsistent with the rules of the Board or with the provisions of our principles, for its own government, regulating the conduct of its officers, clerks and employes, the distribution and performance BY-LAWS, 7 of its business, and the custody, use and preservation of its books, records, papers and property under its control. Sec. 6. Each department shall furnish to the Board once a month, or at any time required, a detailed state- ment in relation to its affairs, which may be published at the discretion of the Board. Sec 7. The Board shall, as often as it may think proper, appoint three persons to examine, without notice, the accounts of any department, trust or officer, and the money, securities and property belonging to the company, in the possession or charge of such department, trustee or officer, and report the result of such examination. Sec 8. Any member desiring to withdraw from the company will be required to give at least ninety days' notice to the Board of Directors, who shall, at or before the expiration of said time, prepare, in triplicate, one copy to be filed with the Secretary, and one each to be furnished to the Treasurer, and the retiring member's papers of set- tlement, showing an exact and detailed account of debits and credits existing between said party or parties and the company, the withdrawing member to receive not less than one-fourth of all balances standing to his or her credit at the first payments, and the remaining three-fourths in three equal payment, without interest, at intervals of not more than ninety days between each. The same terms of settlement shall be observed in the case of a suspended or expelled member. • Article VII. OF THE STOCKHOLDERS. Section i. The name, residence and occupation of every stockholder shall be registered in a book kept for that pur- pose, with the amount of stock possessed by each. Sec 2. Any person, approved by the Board of Directors, purchasing one or more shares of stock, sub- 8 THE CREDIT FONCIER COMPANY. scribing to the declaration of principles and pledge, agree- ing to live in accordance with the by-laws, rules and regulations which may from time to time be made by the Board of Directors, and pledging himself or herself peace- ably to submit to the fines, penalties, etc., which may be imposed for their infraction, may become a stockholder and be admitted to membership in the Company ; pro- vided, that in all cases the member must enter into an agreement in writing with the Secretary of the Board of Directors, in which agreement the class and kind of work to be performed and the rate of compensation therefor must be settled upon and fixed positively before he or she starts to the settlement or settlements of the Company. Article VIII. OF APPEALS. Section i. Any member suspended from the Company by sentence of the Board of Directors, may appeal there- from within thirty days after notice thereof, by filing with the Secretary a written notice of his or her appeal and the reasons therefor. In case of no appeal within the time limited, he or she shall then cease to be a member of the Company. Sec 2. All appeals shall be tried in a meeting of the members of the Company, to be called for the purpose by the Board of Directors within ten days after notice of the appeal shall be filed with the Secretary. Sec 3. The Chairman or a Director who shall ?ict as Chairman pro tent shall preside at such meetings, and the cause of suspension shall be reported in writing by the Board of Directors with a statement of facts on which their sentence was founded, a copy of which shall be furnished to the appellant on his or her application, to be made to the Secretary, at least five days before the meeting. The appellant shall then present his or her defense in writing, BY-LAWS. 9 to which one member of the Board may reply orally. The appellant, or any one on his or her behalf, may then rejoin, and a Director may a second time speak in support of the charge, and no further discussion shall be allowed. The presiding officer shall then put the question, "Shall the sentence of the Board of Directors in this case be affirmed ? " If a majority of the meeting shall vote in the affirmative, the sentence shall stand as the final judgment of the Com- pany, and the appellant shall thereon forfeit all the rights and privileges of membership. If less than a majority of the meeting vote in the affirmative, then the sentence of the Board shall be reversed and the appellant shall there- upon be restored to membership. Article IX. OF MEETINGS. Section i. The regular meetings of the Board shall be held on Monday of each week, at 8 o'clock in the fore- noon, on and after December 6, i886. Sec 2. Special meetings shall be called by the Chair- man at any time he may deem it advisable, or by the Secretary at the written request of three members of the Board. No business shall be transacted at such special meetings other than that mentioned in the call. Sec 3. At all meetings six members shall be neces- sary to constitute a quorum for the transaction of business. Sec 4. The order of business at the regular meetings shall be as follows : 1. Reading of Minutes. 2. Reports of Officers. 3. Reports of Committees. 4. Reports of Heads of Departments. 5. Unfinished Business. 6. New Business. 7. Adjournment. lO THE CREDIT FONCIER COMPANY, Sec. 5. The order of business may be changed for a meeting by a majority vote of the members present, but motions to that effect shall be decided without debate. Sec. 6. An appeal may be made from the decision of the presiding officer, if seconded by two members. Sec 7. No amendment of an amendment shall be amended. Sec. 8. No member shall speak more than once on an appeal or a question of order, nor more than twice on any other question, except at the discretion of the Board. Sec 9. When a question is under debate, no motion shall be entertained except : 1. To adjourn ; 2. To lay on the table ; 3. For the previous question ; 4. To postpone ; 5. To commit ; 6. To amend ; Which several motions shall have precedence in the order in which they are arranged. The motions to ad- journ, to lay on the table, and for the previous question, shall be decided without debate. Sec 10. If, during the consideration of any motion, resolution or amendment, the previous question be moved and seconded by two members, the question, "Shall the main question be now put ? " shall be immediately asked by the presiding officer, and if agreed to the main ques- tion shall then be put, and until decided no one shall be entitled to the floor. Sec II. The presiding officer shall not be entitled to a vote unless the Board be equally divided, when he shall give the casting vote. Sec 12. No member shall leave the room while a meet- ing is in progress without the consent of the presiding officer. BY-LAIVS. II Sec. 13. Upon all other questions of parliamentary practice, the latest and most approved manual shall be used. Article X. ON AMENDMENTS. Sec. I. Any amendment or amendments to these By- Laws shall be prepared by the Board and submitted to the stockholders of the Company for their comments, which comments shall be made in writing and filed with the Secretary of the Board, and after revision by the Board, said amendment or amendments so revised shall be resubmitted to the stockholders for their approval or rejection. If a majority of the qualified voters of the Company approve and ratify the same, such amendment or amend- ments shall become a part of the By-Laws. 12 The Credit Fonder Company. OUR PRINCIPLES. This is my covenant ^ which ye shall keep, between me and you^ and thy seed after thee. — Genesis xvii. io. We believe : I. That the usefulness and happiness of mankind de- pend upon their physical, intellectual and moral develop- ment. II. That the moral depends upon the intellectual, the intellectual upon the physical, the physical upon the purity of the atmosphere, the purity of the atmosphere upon the intelligent, comprehensive and thorough control of the land, and of all which within and upon it rests, and that, therefore, the land and all which it implies — the atmos- phere, metal, mineral (water), timber, grass, electricity, etc., — must be held in trust by the corporation, for the use of its members. III. That the principle which should underlie the cor- poration is interdependence, duty and equity, and that in the proportion that the members of the corporation under- stand the interdependence of each with the other and all with the one, to the extent that they feel the duty that the strong should assist the weak, and in the ratio that they come to the practice of equity — in the affairs of the indi- vidual, the family, the municipality and the State — will they become useful, happy and progressive. IV. That there cannot be dignity and strength of char- acter in the individual without home life, and that, there- fore, it is the duty of the corporation, by offsetting ser- vices, to provide a substantial and permanent home for every family ; and as there cannot be independent thought, which is the basis of correct action, without the individual OUR PRINCIPLES, 13 is a holder of a whole or a part interest in the home right, that, therefore, a voice in the corporation belongs only to those who hold such possession. V. That the highest ambition for man and woman is to have a permanent, substantial and beautiful home ; constant, remunerative and agreeable employment ; varied instructions ; approved facilities and attractive amuse- ments ; and that the ability to possess and enjoy should keep pace with their cultures and desires. VI. That every individual is different from every other individual ; that these individualities demand diverse oc- cupations, and that the wealth and influence of the cor- poration depend upon the diversity, multiplicity and intel- ligence of the individualities of its members, and upon the diversification and perfection of their home industries, constantly and remuneratively kept in operation. VII. That all wealth is created by labor intelligently co-operating with the land and the natural elements ; that everything produced belongs to the person who produces it ; and that the storage, handlage and exchange are the possessions of the corporation. ^^^.^^.01*: VIII. That there is no such thing as originality of thought and invention, and that every idea and mechani- cal combination is the result of centuries of thought and toil by thousands of persons ; and that the benefits result- ing from their application to the practical affairs of life belong, in most part, to the descendants and heirs of those who have been the means of giving these ideas and inven- tions to society, and not absolutely, at any time, to the author and inventor who framed the closing sentence and adjusted the last screw. IX. That there cannot be correct life separated from useful and remunerative employment, and that, therefore, it is the duty of the corporation to provide occupation or employment for every one of its members ; and that it is the duty of the members to undertake that occupation or •14 THE CREDIT FONCIER COMPANY, those employments which he and she are best fitted to do. X. That every member of the corporation should have some productive employment, that to its emoluments he and she should look for their support ; and that official trusts are duties which the members best fitted for execu- tive business owe to the corporation and to themselves. XL That the association should be a company, and that it should be incorporated to attend to everything of a public character for the preservation and advancement of the common weal ; that the basis of these functions is to preserve and utilize the land and all which it implies ; to take measures for the sanitation ; to furnish power and implements for production, manufacture and fashioning ; and to attend to distribution, transportation, construction, education, amusement, entertainment, exchange and com- merce. XII. That there should not be a company or a partner- ship inside of the corporation except the municipal cor- poration (or corporations), which should be incorporated to systematize and operate, in the interests of its mem- bers, utilities which belong to, and which are a part of, every distinct community ; and that the more important of these are its atmospheres, thoroughfares, areas, powers, lights, heats, waters, buildings, street cars, telephones, sewers, etc. XIII. That it is the duty of the corporation to furnish insurance in case of accident to person and property ; to provide for sickness, for the aged, for the orphan and for the widow ; and that it is the duty of the municipality to furnish, free of charge, and upon munificent and attrac- tive plans, kindergarten, school and industrial education for all minors who are children of members of the cor- poration. XIV. That wholesome life, in a great measure, de- OUR PRINCIPLES. 1 5 pends upon cleanliness of person, house, court, thorough- fare, etc., and that domestic animals should not be per- mitted to enter the localities set apart for living areas. XV. That gambling, lotteries, etc., are contrary to correct purpose, and that occupations of questionable propriety should be prohibited. XVI. That it will require time, study and experience to distinctly define and to nicely adjust the functions of the corporation and to separate them from those of the municipality, and both from the rights of the individual ; but that having the factors, we will with patience and labor, reach the perfect solution and the practical appli- cation. XVII. That the Credit Foncier Company maybe made a central corporation, and that Pacific City may be incor- porated, by the said central corporation, and the first of a series of municipalities, to be established within the said central corporation ; that the one is the supplement and the other the complement ; that the first is distinct and yet interdependent with the second, and that the unity of both makes, in epitome, a perfect union — a sample which may be improved and enriched by multiplying and perfecting the municipalities and by ever preserving intact the cen- tral corporation, one and inseparable. XVIII. That the number of Directors for the corpora- tion and for each municipality, respectfully incorporated, should be fixed at ten ; the said Directors should be elected for five years, have a fixed salary of one hundred dollars per month, and be members living upon the lands of the company. XIX. That the ten Directors should organize for busi- ness by electing a Chairman, Treasurer, Attorney and Sec- retary, and that this form shall be the rule for the munici- palities. 1 6 THE CREDIT FONCIER COMPANY. XX. That the Chairman of the Board of Directors should be the head of the corporation, and that the Chair- man of the municipal Board of Directors should be the head of the municipality. XXI. That a member should not vote for himself or herself for any office within the corporation, and that for a member to ask another member to vote for him or her should be an act of SQlf-exile. XXII. That every law or ruling made should be gen- eral in its application ; and that, for a member or mem- bers to ask for a privilege or special act is treason against the corporation. XXIII. That a direct tax upon a member, by the cor- poration, or by a municipality, is a violation of our prin- ciples and of our purposes. XXIV. That not under any circumstance should the corporation be a borrower of money from any person, private or legal, other than from its own members. XXV. That should there exist one member of the cor- poration unemployed, at any time, who is willing and able to work, that such should reflect against the Direc- tors, or condemn the working details for the management of the corporation. XXVI. That the members of the corporation should be co-operative one with the other, and that they should be competitive with outside individuals and associations other than with co-operative companies. XXVn. That a member wishing advice, upon points of law, should consult the Attorney, or Attorneys, of the corporation, and that in no case should a member borrow credits or money from other body than the corporation. XXVIII. That our by-laws and regulations should be OUR PRINCIPLES, I7 made by the Directors of the corporation after the drafts for the same have been submitted to each member resid- ing within the State for his or her comments. XXIX. That "popular suffrage" is right in principle, but that it has been and is pernicious as practiced ; that it cannot be beneficent to the individual and to society until all persons, who enjoy the suffrage, can read the laws submitted and can be free in thought and action, to vote in accordance with their best judgments ; and that the test of the civilization of a corporation is in the useful- ness, the happiness and the distinct and intellectual indi- vidualities of its members. XXX. That "party pohtics" and "caucus rule" in our corporation would result as they have resulted wherever and whenever they have been tried, and that they would, by legal enactments, make the producers "hewers of wood and drawers of water" to cunning tricksters and to the non-producing, non-essential classes. XXXI. That it is the duty of the corporation, and of each municipality, to publish one or more daily papers, and that every member be given facilities, free of charge, to publish, over her or his name, any criticism, idea, nomination and argument. XXXII. That such publications will give every member the opportunity to be heard, and that this should do away with "stump speaking," which is common to popular excitements, when rapid talkers may urge persons, by awakening their emotions, to move against their own interests and against those of the common weal. XXXIII. That "secret societies," "clubs," etc., etc., etc. , are the result of, and belong to disorganized com- munities ; and that, with co-operation systematized, will come free libraries, free lectures and free diversions in physical games. 1 8 THE CREDIT FONCIER COMPANY. XXXIV. That the principle underlying religious thought is correct ; and that religion is not a truth possessed, but a result sought ; that the sentiment of religion is good in the proportion that it inspires a feeling of duty to every creature within the sphere of one's life — a duty in thought and a duty in action — and that religion is sacred and belongs strictly to the individual, and not to the State, to a municipality, to a society, or to an association. XXXV. That marriage is the foundation of the home and of the corporation, and that its contract should be encouraged and vi^itnessed, free of charge, by the corpora- tion ; and that every man should have one vi'ife, and every woman one husband, and no more. XXXVI. That our mission is peace and useful example to mankind ; that our wish is to be courteous to all, to be plain but artistic in dress, correct in speech, modest in conduct ; and that if we should presume to teach in any- thing, it should be in the deportment of our every-day life one with the other. XXXVII. That the statements above written represent the principles and purposes for which we have incorpo- rated ourselves, and that it is our desire that the Directors of The Credit Foncier Company should enact, after duly submitting to every member of the corporation drafts for instructions, such by-laws and regulations which may assist us to put into practice these, our principles. OUR PLEDGE. 19 OUR PLEDGE. Mexico City, Mexico, June i, 1886. I, the undersigned, Albert K. Owen, of Chester, Dela- ware county, Pennsylvania, and of the United States of North America, do hereby agree to abide by "Our Prin- ciples," as above written ; and to live in accordance with the by-laws which may from time to time be made by the Directors of The Credit Foncier Company ; and, in case that I break the said rules, I will submit peaceably to the fines, penalties, etc., which may be imposed by the said by-laws, waiving all rights to appeal before the courts of the United States, Mexico or elsewhere, from the judgment of the members of The Credit Foncier Company. ALBERT K. OWEN. Witnesses : John H. Rice. Eduardo S. Herrera. p35i^^5 0^ TOPOLOBAMPO HARBOR, SINALOA, MEXICO THE CREDIT FONCIER OF SINALOA is a semi-monthly paper devote^ to the practical solution of the problem of Integral Co-operation, and home orgai of The Credit Foncier Company, at Topolobampo, Sinaloa, Mexico, $iayear; t