The Massachusetts spy, and Worcester County advertiser. [volume] ([Worcester, Mass.]) 1825-1831, 1830-03-03
STATE LAWS.
AN ACT defining the general powers and
duties of Manufacturing Corporations.

duties of Manufacturing Corporations.
SEC. L. Be 1t enacted by the Senate and
HOHss of Representatives., an General Court
assembled and By the authority Of the same,
That all Corporations that may hereafter be
established within this Commonwealth, for the
purpose of carrying on any kind of manufac
ture, or manufactures, shall, from time to time,
choose President, who may be one of the Di-
reetors a Clerk who shall be sworn by some
Justice of the Peace, to the faithful discharge
of his duties, and who shall record all the votes
of the corporation in a book, to be kept by him
for that purpose; Treasurer, who shall give
bonds in such manner, and in such sums as any
such corporation shall direct and such Diree-
tors, not less than three in number, and such
other agents and factors, as shall be thought
necessary and convenient for their regular gov
eminent, and to carry into effect the several
objects for which any such corporation may be
established; and may make and establish any
rules and bylaws for the regulation and gov
eminent Of said corporations, with reasonable
penalties for the breach thereof not exceeding
twenty dollars, and the same at their pleasure
may repeal and annul: Provided, that such
rules and bylaws shall not be repugnant to the
constitution and laws of this Commonwealth.
SEC. 9. Be 1t further enacted, That ma
ioritv of the persons named in the act of incor-
poration, may call the first meeting of the cor
psra'ion, by giving notice of the time and place
of meeting, in some newspaper printed in the
County where the mandatory shall be estab-
lished, at least fourteen days before the time of
meeting; and if no paper is printed within the
County, then public notice aforesaid, shall
faannig~ county.
SEC 8. Be It further enacted, That the
amount of the capital stock of every such cor
peration shall be fixed and limited, and divided
into shares at it's first meeting, and a record
thereof made by the Clerk and the shares shall
be numbered in progressive order, beginning at
number one, and every original member of such
corporation shall have certificate under the
seal of the corporation, and signed by the Treas
urer, certifying his property in such share or
shares shall be expressed in such certificate
And every such corporation shall have power,
at any meeting called for that purpose, to in
crease its capital stock, and the number of
shares therein: Provided, h0Icerer, that such
increase shall be within the amount authorized
by its act of incorporation.
Sac. 4. Be it further enacted, That any
share or shares may be alisnated by the pro-
prietor thereof, by a deed under his hand and
seal, acknowledged before some Justice of the
Peace, and recorded by the Clerk of the corpo-
ration, in book to be kept for that purpose
and any purchaser named in such deed, so re-
corded, shall, on producing The same to the
Treasurer, and delivering to him the former
certificate, be entitled to a new certificate in
form aforesaid.
SEC. s. Be it further enactsd, That any
such corporation may, from time to time, at
any legal meeting called for that purpose, assess
upon each share, such sum or sums of money
va shall be judged by such corporation necessary
for accomplishing the objects of the incorpora-
ton, to be paid to the Treasurer at such time
or times, and by such instalments as shall be
directed by the corporation and if the proprie-
tors OF any share or shares, shall refuse or neg
lsct to pay any tax or assessment duly voted
and agreed on by the said corporation, for the
term of thirty days after the time set for the
payment thereof the Treasurer OF such cor
poratioR is hereby authorised to sell, at public
vendue, the share or shares Of such delinquent
proprietor, sufficient to pay all taxes and as
sessments which may be then due from said
proprietor, with all necessary and incidental
charges, after having given public notice in
some newanapnr. P-'-a~A =. A. r------- -
the mandatory is established, if any is printed
therein, otherwise in some adjoining County,
of the time and place of sale, with the sum due
on each share, at least three weeks successfully
before the sale; and deed of the share or
shares SO sold, made by the Treasurer of the
corporation, acknowledged and recorded as
herein before provided shall transfer said shares
to the purchaser, who shall also be entitled to
certificate in the form prescribed in the third
section of this Act.
SEC. 6. Be 1t farther enacted, That each
and every member of every such corporation,
shall be jointly and ssveraly liable for all debts
and contracts made by such corporation, until
the whole amount Of the capital stock, fixed
and limited in manner aforesaid by said cor |
poration, shall have been paid in, and certI6- |
cate, stating the amount SO fixed and limited, !
and actually paid in, signed and sworn to by |
the President, Treasurer, Clerk, and ma ior- |
ity of the Directors, shall have been filed and !
recorded in the Registry of Deeds for the Coun-
ty wherein such mandatory shall be estab- !
lshed and it shall be the duty of the officers
Aforesaid, to make, file, and cause to be record
ed, in manner aforesaid, such certificate, and !
also similar certificate of any addition to such
capital stock, that may be agreed upon and ae. |
tually paid in, within thirty days from the pay
ment OF the last instalment of such capital !
stock, and of any such addition thereto respect
lively; and in default or neglect thereof, the |
said officers shall each and every one of them !
be jointly and severally liable for all debts of !
said corporation, contracted between the expi- !
ration Of said thirty days and the time said GER
tifcate shall be made, filed, and recorded as
aforesaid
SEc.7. Be 1t further enacted, That after |
certificate Of the original amount of the capital |
stock, fixed and limited as aforesaid, and of the
actual payment of the same, has been filed and
recorded in the Registry of Deeds in the man
ner prescribed in the foregoing section, no
member of such corporation shall be liable to
have his person or property taken on any writ
or execution against such corporation, except
IN the manner and for the causes herein pro-
vided: Provided, such corporation shall give
notice, annually, in some newspaper printed in /
the County where such mandatory Is estab-
lished, and in case no paper is printed therein,
then in some newspaper in any adjoining Coun-
ty, OF the amount Of all assessments voted by
said corporation, and actually paid in, and the
capital stock, or any part thereof; but only of
the nett earnings or profits Of said company as
hereinafter provided, according to the best of
their judgment and belief; but should any cor
poration fail to comply with this provision, the
members thereof shall be liable to have their