Wild Capital Investment Club
PARTNERSHIP AGREEMENT OF THE WILD-CAPITAL INVESTMENT CLUB
THIS AGREEMENT OF PARTNERSHIP, effective as of the 15th day of July , 2004 by
and between the undersigned, to wit:
William Dale Clark, Darrell Dowd, Judy A. Howell, William J. Kasmann, Roger
Langland, Tiff Lauffer, Mary Lummus, Thad C. McCanse, Peter G. Neenan, Antony C.
St. Romaine,
John Schafer, Hazel Schlottach, Terry Thornhill, David K. Waugh, Jr., George P. Wilson
(Trust).
I. NAME
The undersigned hereby form a General Partnership, to be known as WILD-CAPITAL
INVESTMENT CLUB of Columbia, Missouri, in accordance with the laws of the State of
MISSOURI, to be known as WILD-CAPITAL INVESTMENT CLUB, herein after referred
to as "The Club".
II. PURPOSE
The only purpose of The Club is to invest the assets of The Club solely in stocks, bonds
and other securities ( collectively herein referred to as "securities") for the education and
benefit of the partners.
III. OFFICERS
A. Officers of The Club shall be President, Vice-President, Secretary, and
Treasurer, elected from the Partnership.
B. Officers shall be elected at the annual meeting, take office on the day of the
election and serve for one year or until new officers are elected. Upon the occurrence
of a vacancy, an interim election shall be held to fill the vacancy for the balance of The
Club year.
C. DUTIES
1. The President shall preside at meetings, appoint committees, and
oversee all club activities.
2. The Vice-President shall assume the duties of the President when the
president is absent or unable to serve. The Vice-President shall appoint partners to
present investment reviews and maintain a file of their reports.
3. The Secretary shall keep a record of The Club meetings and business,
and report on previous meetings.
4. The Treasurer shall collect and disburse funds, maintain books
covering The Club's financial operations, assets, partners' shares, and members’
deposits and maintain an account in the name of The Club. Each year, at the annual
meeting a full and complete account of the condition of the partnership shall be made to
the partners by the Treasurer.
IV. MEMBERSHIP
A. Additional partners may be admitted at any time upon the majority approval of
the partners so long as the number of partners does not exceed thirty (30).
B. Any new partner will be furnished a copy of this agreement, must sign the
original and will be bound by all terms and provisions herein in the same manner as
other partners. No partner shall be compensated for services rendered to the
partnership, except reimbursement for expenses.
V. PROCEDURE
A. Meetings
1. Regular meetings of The Club shall be held each month at a time and
place determined by The Club.
2. The January meeting is designated as the annual meeting.
3. A special meeting may be called by the Officers upon 24 hour notice to
each member of The Club.
B. Operations
1. Each partner shall participate in the management and conduct of the
affairs of The Club.
2. Upon joining the Club, each person must make a deposit of $150 of
which $50 will be utilized for initial start-up and enrollment expenses.
3. After joining, each partner shall make a deposit of $50 each month at
the regular monthly meetings. A partner who fails to make such deposit must pay said
amount at or prior to the next regular monthly meeting. Such payment is in addition to
the payment due at said meeting.
4. The partners may make additional contributions to The Club on the
date of each periodic meeting, only in $25.00 increments, provided however, that no
partner's capital account shall exceed 15% of the capital accounts of all the partners.
5. The current value of the assets and property of the club, less the
current value of the debts and liabilities of The Club shall be determined as of the day of
the regular meeting. The afore-mentioned date of valuation shall hereinafter be referred
to as the 'valuation date'.
6. There shall be maintained in the name of each partner, a capital
account. Any increase or decrease in the value of The Club on any valuation date shall
be credited or debited, respectively, to each partner's capital account in proportion to
the value of each partner's capital account on said date. Any other method of valuating
each partner's capital account may be substituted for this method, provided the
substituted method results in exactly the same valuation as previously provided herein.
Each partner's capital contribution to, or capital withdrawal from, the partnership, shall
be credited, or debited, respectively, to the partner's capital account. Net profits and
losses of the partnership shall inure to, and be borne by, the partners in proportion to
the value of each of their capital accounts.
7. Buy and/or sell action may be taken after a discussion by the partners
and when voted by simple majority of the partners present at a scheduled meeting.
Purchases on margin and short sales are prohibited. (A margin account may be
established for the sole purpose of purchasing stocks pending acknowledgement of
receipt of cash by the broker.)
8. Each partner shall remit their monthly deposit to the Treasurer at or
before the time scheduled for each monthly meeting.
9. Any partner who has not paid their monthly deposit for the current
meeting shall not be entitled to vote, except on propositions or parts thereof involving
sale of securities, liquidation or dissolutions.
10. Each partner shall have one vote, except as provided in Section E3.
11. Books of account of the transactions of The Club shall be kept and at
all times be available and open to inspection and examination by any partner. A partner
may, after giving written notice to the other partners, transfer their interest in the
partnership to a revocable living trust of which they are the grantor and sole trustee.
C. Account closure and partial withdrawal
1. A partner may withdraw a part or all of their shares after their last
deposit has been invested at least thirty days. The Partner shall send written notice of
withdrawal to the President which shall become effective on the date the next regularly
scheduled statement is prepared. Written notice shall be deemed received as of the
first meeting of the partnership at which it is presented. If written notice is received
between meetings it will be treated as having been received at the next following
meeting. In making payment, the value of the partnership as set forth in the valuation
statement prepared for the meeting at which written notice is received from a partner
requesting a partial or full withdraw, will be used to determine the value of the partner's
capital account, adjusted for any dividends received to the date the notice was received.
a) The other partners shall thereupon have and are hereby given
the right during said period to purchase for their capital
accounts in the partnership, the capital account of the withdrawing
partner, subject to the 15% limit set forth above.
b) A partner withdrawing all of his shares shall be considered to
have withdrawn from the partnership.
2. Terms of Payment. In the case of a partial withdrawal, payment shall
be made in cash. In the case of a full withdrawal, payment may be made in cash or
securities or a mix of each at the option of the remaining partners. Where securities are
to be distributed, the remaining partners select the securities.
Where cash is transferred, the partnership shall transfer to the partner (or other
appropriate entity) withdrawing a portion or all of his interest in the partnership, an
amount equal to (i) ninety-seven percent )(97%) of the value of the capital account in
the partnership being withdrawn (ii) or if securities are sold, the value of the capital
account being withdrawn, less the actual cost to the partnership of selling securities.
The amount being withdrawn shall be paid within 60 days after the valuation date used
in determining the withdrawal amount.
If a partner withdrawing a portion or all of the value of their capital account
in the partnership desires an immediate payment in cash, the partnership at its earliest
convenience may pay eighty percent (80%) of the estimated value of the partner’s
capital account and settle the balance in accordance with the valuation and payment
procedures set forth in Article V Section C number 1 and 2.
When securities are transferred, the partnership shall select securities to
transfer equal to the value of the capital account or a portion of the capital account
being withdrawn (i.e. without a reduction for broker commissions). Securities shall be
transferred as of the date of the club's valuation statement prepared to determine the
value of the partner's capital account in the partnership. The Club's broker shall be
advised that ownership of the securities has been transferred to the partner as of the
valuation date used for the withdrawal.
3. When cash is required to meet a withdrawal, if necessary, the Partners
will determine the assets to be sold before the date of the preparation of the liquidating
value statement used to determine the value of the withdrawal.
4. Any partner who fails to comply with the monthly deposit requirement
shall be considered to have withdrawn from the partnership, unless otherwise
determined by a majority vote of the members present at a regular monthly meeting.
5. In the years following the year a partner joins the Club any partner who
fails to attend a minimum of four regular monthly meetings per calendar year shall be
considered to have withdrawn from the partnership, unless otherwise determined by a
majority vote of the members present at a regular monthly meeting.
6. Removal of a Partner. Any partner may be removed by agreement of
an absolute majority of partners. Written notice of a meeting where removal of a partner
is to be considered shall include a specific reference to this matter. The removal shall
become effective upon payment of the value of the removed partner's capital account,
which shall be in accordance with the provisions on full withdrawal of a partner.
7. The Club shall have the period of sixty (60) days after receiving a
withdrawal notice to pay the partner in full.
8. In the event of the death or incapacity of a partner, receipt of notice of
such an event shall be treated as notice of full withdrawal, and a withdrawal penalty
shall not be assessed.
D. Amendments
1. Amendments to this agreement shall be made in the following manner:
a. Procedure. Any partner may submit a proposed amendment at
a regularly scheduled meeting. The proposed amendment shall be in writing and
distributed to all partners prior to the Discussion/Vote.
b. Discussion/Vote. The proposed amendment will be discussed
and voted on at a meeting occurring not earlier than one month following publication.
Approval of the proposed amendment shall require the affirmative vote of 2/3 of the
partners present or by proxy.
E. Other Provisions
1. The Club shall begin on the effective date of this agreement, and shall
continue thereafter from year to year unless earlier terminated as hereinafter provided.
2. It shall be the policy of The Club to allow the brokers to hold delivery on
the shares purchased in the account of The Club.
3. Dissolution of The Club. The Club may be dissolved by agreement of a
collection of Partners whose capital accounts total a simple majority of the total of all
Member capital accounts. The President or other Officer shall provide written notice of
the decision to dissolve to all Members of The Club. Upon dissolution, Partnership
assets shall be converted to cash, all Club liabilities shall be paid and the remaining
assets shall be distributed among the Partners in proportion to the value of each
Partner's capital account on the date of distribution. Distribution of assets to Partners
shall be accomplished not later than sixty (60) days following the date of the agreement
to dissolve The Club.
VI. FORBIDDEN ACTS -- NO PARTNER SHALL:
A. Have the right or authority to bind or obligate The Club to any extent
whatsoever with regard to any other matter outside the scope of The Club business.
B. Without the unanimous consent of all the other partners, assign, transfer,
pledge, mortgage or sell all or part of their interest in The Club to any other partner or
other whomsoever, or enter into any agreement as the result of which any persons not a
partner shall have any interest in The Club.
C. Use The Club name, credit or property for other than Partnership purposes.
D. Do any act detrimental to the interest of The Club or which would make it
impossible to carry on the business or affairs of The Club.
This Agreement of Partnership is hereby declared and shall be binding upon the
respective heirs, executors, administrators, and personal representatives of the
Partners.
IN WITNESS WHEREOF, the Partners have set their hands this 15th Day of July ,
2004.
Original agreement:
February 16, 1989
Amendments:
March 15, 1990
January 22, 1993
January 20, 1994
January 12, 1995
August 10, 1995
1998