The aegis & intelligencer. [volume] (Bel Air, Md.) 1864-1923, 1868-06-26

unnaturaized residents of this State, shall make
oath that they intend to become citizens Of the
United States without unreasonable delay, and
shall except the first year be annually elected by
the stockholders, where there are such, orby the
shareholders or members where there are no
stockholders atsuoh meeting, time and place, and
after such notice as shall be directed by the by
laws Of the corporation and the election shall,
except in cases otherwise provided for herein, be
made by such of the stockholders, shareholders
or members, as the case may be, who shall at
tend for that purpose either in person or by
proxy and where no other notice Is provided
for by the bylaws, public notice of the time and
place of holding such election shall be published
not less THAN ten days previous thersto, in
newspaper printed nearest to the place where the
principal office Of said corporation in this State
shall be located.
Sec. SO. And be it enacted That in all corpo-
rations in which there are stockholders, all cleo
tons shall be by ballot, and each stakeholder
shall be entitled to as many votes as he owns.
shares of stock in said corporation, and the per-
son receiving the greatest number of votes shall,
be Trustees Managers or Directors, and in the
case of all other corporations the mode of elect
ing Trustees, Managers or Directors, shall be
regulated by the charter or bylaws of such cor
poration but no share of stock shall be voted by
any stakeholder, unless all installments have
been paid thereon, which may have been called
| W. On any part vi luc btuCh vi SuSu COIpOEd~
ton.
Sec. "a. And be il enacted, That when any
vacancy shall happen among the Trustees; Dir
rectors or Managers, by death, resignation, or
otherwise, it shall be filled for theremainder Of
the year or other term, in such manner as may
be provided by the bylaws Of the said corpora
| ton.
Sec. 55. And be it enacted, That if it shall
happen at any time, that an election of Trustees,
Directions n Mana ha1I of ha mar do hh
day designated by the by.laws of the said cor
poration, the corporation, for that reason shall
not be dissolved but it shall be lawful on
any other day to hold such election in such man
ner as may be provided by the bylaws and all
acts of Trustees or Managers shall be valid as
against such corporation until their successors
shall be elected.
Sec. Sc. And belt enacted, That subscriptions
to the capital stock of such of said corporations
as have capital stock, may be made in land or
other property, at a valuation agreed upon be-
tween the corporation and the subscriber, where
the said property, SO subscribed, shall be such as
it is proper thattbe said corporation shall own
| for the advancement of the purposes fer With
it was incorporated; bat such subscriptions
shall not be otherwise received nor shall they
be so received unless the same shall have been
previously authorized by the stockholders, as.
sembled in general meeting, pursuant to call
to consider the propriety of receiving the said
subscription, and offxing the terms upon which
itshall be received.S
Sec. 81. And be it enacted, That where prop
erty. of any kind is received by the au-
thorlty OF the stockholders in general meeting
az aforesaid, in payment for stock, the books Of
the company shall be so kept as to show at all
times fully what property was received for the
said stock, at what value, and the number Of
shares of theeapital stock issued for the same.
In all other cases, money only shall be con-
sldered as payment of a subscription to. any
part of the capital stock.
Sec. 50. And be it enacted, That the stock OF
any corporation created under this Article, shall
be deemed personal estate, and shall be transfer
able, as shall be prescribed by the bylaws of
the corporation; and no shares shall be trans
ferable until all previous calls thereon shall have
been paid in, or shall have been declared for
feited for the non payment of the calls thereon.
Sec.-b9. And be it enacted, That all the stock
holders of any such corporation shall be sever
ally and individually. liable to the creditors
OF thee corporation of which they are stockhold-
ers, to'an amount equal to the amount Of stock 3,
held by them respectively for ALI debts and con-
tracts made by the corporation, until the whole
amount of the capital stock fixed and limited by
the corporation, shall have been paid in,
and certificate thereof made and filed as pre-
scribed in the following section of this Article
and the capital stock so fixed and limited shall
all be paid In, one half thereof in one year, and
the other half thereofin two years. from and after
the incorporation OIL. said company, or such COR
poration shall be dissolved. ia
Sec. 60.,,And be it enacted, That the Presi-
dent and q majority of the Trustees, Directors
or Managers,of such corporation, within thirty
days after the payment Of the last installment of
the capital stock, as fixed and limited in the GER
tificate of incorporation, shall make certificate
stating the amount of the capital stock so fixed
and paid in, and of all property received in pay
ment for any OF said subscriptions, and the ex-
tent to which, said payments have been so made
in property, which certificate shall be signed and
sworn to by the President, and he shall, within
thirty days thereafter, file the same with the
Clerk of the Court In which the certificate of
incorporation of.said corporation was recorded
to be by said Clerk recorded. i, $40
Sec. 81. And be it enacted, That no person
holding stock in any such corporation as execu-
tor, administrator, guardian or trustee; and no
person holding such stock as collateral security,
shall be personally subject to any liability as
stockholders Of such corporation but the per-
son pledging livestock shall be considered. as
holding the same, and shall be liable as stock
holder accordingly, and the estates and funds in
the hands of such executor, administrator, guar
dian or trustee, shall be- liable in like manner,
and TO the same extent as the testator or intesr
tate, or ward, or person interested in such trust
Iunu would nave peen II he had been living and
competent to act, and hold the same stock in his
own name. ..s-l si r5-l4 it5s..-t s,.re .sise
Sec. 81. And be il enacted, That 1.-THE truss
tees, Managers or Directors Of any such corpora
tion, shall declare and pay any dividend when
the corporation is insolvent or any dividend, the
payment of which would render 1t insolvent, or
would diminish the amount of the capital stock,
they shall be jointly and severally liable for ali
the debts of the corporation then existing, and
also for all that shall thereafter be contracted
while they shall respectively continue in Office,
even although the whole amount of the capital
of said corporation has been paid In.
Sec. 90. And be it enacted, That If any of the
Trustees, Directors or Managers Of such corpor-
alton, shall object to declaring such dividend, or
to the payment of the same, and having voted
against the declaration thereof, shall at any time
before the time fixed for the payment of the same,
record certificate of their objection in writing,
with the clerk of the Court in which the original
certificate of incorporation is fled, they shall be
exempt from the liability imposed in the last pre-
ceding section. 1'9 "1 w
Sec Ga. And be it enacted, That no loan Of
money shall be made by any such corporation to
any stakeholder therein, and If any such loan
shall be made to any stakeholder, the officer or
officers who shall make it or who shall assent