Port Tobacco times, and Charles County advertiser. (Port Tobacco, Md.) 1845-1898, 1868-07-23

land or other property, at valuation agreed
upon between the corporation and the subscrl-
Der, where the said property, so subscribed,
shall be such as it is proper that the said cor
poration shall own for the advancement OF the
purposes for which it was Incorporated; but
such subscriptions shall not be otherwise re-
ceived (; nor shall they be so received unless the
same shall have been previously authorized by
the stockholders, assembled in general meeting,
pursuant to call to consider the propriety OF
receiving the said subscription, and OF fixing
the terms upon which it shall be received.
Sec. 81. And be it enacted, That where pro-
perty of any kind is received by the authority
of the stockholders in general meeting as afore-
said, 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 the capital stock issued for the same.
In all other cases, money only shall be consld-
cred as payment of a subscription to any part
of the capital stock.
| Sec. 58 And be it enacted, That the stock of
any corporation created under this Article,
shall be deemed personal estate, and shall be
transferable, as shall be prescribed by the by
| laws of the corporation; and no shares shall be
transferable until all previous calls thereon
shall have been paid in, or shall have been de-
clared forfeited for the non-payment of the calls
thereon.
Sec SO. And be it enacted, That all the stock
holders of any such corporation shall be sever
ally and Individually liable to the creditors OF
the corporation of which they are stockholders,
to an amount equal to the amount OF stock held
by them respectively for all debts and contracts
made by the corporation, until the whole a.
mount of the capital stock fixed and limited by
the corporation, shall have been paid in, and a
certificate thereof made and filed as prescribed
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 thereof in. two years, from and
after the incorporation of said company, or such
corporation shall be dissolved.
Sec. GO. And be it enacted, That the Presi-
dent and 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
certificate of incorporation, shall make certi-
fcate stating the amount OF the capital stock so
fixed and paid in, and of all property received
in payment for any of said subscriptions, and
the extent 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.
Sec 61 And be it enacted, That no person
n cutor administrator, guardian or trustee; and
! no perron holding such stock as collateral Sc
elcurity, shall Dc personally subject to any liza
Ihil;ty assstockholders of such corporation but
4the person pledging the stock shall be consid-
dered as holding the same, and shall be Liable as
fstockholder accordingly, and the estates and
funds in the hands of such executor, admins
traitor guardian or trustee, shall be liable in
like manner, and to the same extent as the tes-
fofo inf yard int
ed in such trust fund would have been if he had
been living and competent to act, and hold the
same stock in his own name.
Sec. g. And be it enacted, That if the Trus-
tees, Managers or Directors of any such corpo-
ration, shall declare and pay any dividend when
the corporation is insolvent, or any dividend,
the payment of which would render it insolvent,
lor woald diminish the amount of the capital
stock they shall be jointly and severally liable
for all the debts of the corporation then exist
ing, and also for all that shall thereafter be con-
tracted while they shall respectively continue
in office, even although the whole amount of
the capital of said corporation has been paid in.
Sec. 63. And be it enacted, That if any of
the Trustees, Directors or Managers of such
corporation shall object to declaring such divi-
dend, or to the payment of the same, and hav-
ing voted against the declaration thereof, shall
at any time before the time fixed for the pay
ment of the same, record a certificate Of their
objection in writing, with the clerk of the court
in which the original certificate of incerpora-
ton is filed, they shall be exempt from the La
bility imposed in the last preceding section.
Sec. a. And be it enacted That no loan of
money shall be made by any such corporation
to any stockholder therein, and if any such
loan shall be made to any stockholder, the Of
ficer or officers who shall make it or who shall
assent thereto, shall be jointly and severally Ii
lohJ 4, oil +1,n Of fbo
tracted before the making of the said loan to
the extent of double the amount of said loan !;
this section shall not however apply to any
building or Homestead Association, or any as
sociation for the loan of money, on real or per-
sonal property, or to any savings institution.
Sec. 65 And be it enacted, That the Trus-
tees, Directors or Managers of any corporation
created under this Article, and having capi-
tai stock, may call in and demand from the
stockholders, respectively all sums Of money by
them subscribed at such times and in such
payments and installments as the Trustees, Di-
rectors or Managers may deem proper, under
the penalty of forfeting the shares of stock sub
scribed and all previous payments made there
on, if payment shall not be made by the stock
holders within ninety days after personal de-
mand or after notice requiring such payment
published in newspaper printed nearest to the
place where the principal office of the corpora
tlOn is located.
Sec &C. And be it enacted, That when any
person or"persons owning five per cent. of the
capital stock of any corporation formed under
the provisions af this Article shall present to
treasurer or chief finance officer thereof, writ
ten request for statement of the affairs Of said
corporation, it shall be the duty of such treas
urer or chief finance officer to make statement
of the affairs of said corporation under oath,
embracing a particular account of all its assets
and liabilities, and minute detail, and to deliv-
er such statement to the person or persons who
presented the said written request to the said
! treasurer or chief finance officer within twenty
DAYS after such presentation, and keep on file
in his office for six months thereafter copy of
such statement which shall at all times during
business hours be exhibited to any stakeholder
of said company demanding an examination
thereof, if such treasurer or chief finance Off
Ger, as the case may be- shall neglect or refuse
to make or deliver such statement as aforesaid
he shall forfeit and pay to the person present.
ing said written request the sum of fifty dol
lars, and the further sum of twenty-five dollars
for every twenty-four hours thereafter until
such statement shall be furnished, to be sued
for and recovered in any court having jurisdic-
ton over the person of such defaulting officer,
and cognizance of said suit.
Sec 81. And be it enacted, That it shall be
the duty of every corporation incorporated un-
der this Article, to cause book to be kept by