The Superior times. [volume] (Superior, Wis.) 1870-1912, 1872-05-04

|
! substantially in the following form:
To all TO toho these presents shall come, greeting
WHEREAS, (naming the persons subscribing the
articles Of association, have filed in the office OF
the SECRETARY of state certain articles of assoca
| ton, with aview to forming corporation, TO be
| known as (here insert name), and with capital OF
(here insert amounD, for the purpose Of construct
! ing, maintaining and operating railroad from =
| to -, and have complied with the provisions OF
| the statutes in such case made and provided
| therefore, tlp state of Wisconsin hereby grants
unto the above named persons, and their success
| ors and assigns, full authority by and under by
| their said name of -, to exercise the powers and
privileges ola corporation for the purposes above
stated, and inaccordance with their said articles of
| association, md the laws of this state
In witness whereof, these presents have been at
tested with tie great seal and signed and counter
signed by the governor and secretary of the state
| of Wisconsin, at Madison, the - day of - in the
year one thousand eight hundred and seventy.
-, secretary of State
And theretpon, the persons who have so sub
scribed such articles of association and all per
sons who shall become stockholders in such com
pany, shall be corporation by the name specified
in such articbs of association, and shall possess
the powers AM privileges granted to corporations,
and be subjec to the provisions contained in chap
ter seventy-eight OF the revised statutes, except
the PROVISIONS contained in sections ten to twenty
| of said chapter inclusive
| Sec. ?. Any patent issued pursuant TO the pro-
visions of this act, ora duplicate thereof shall be
conclusive evidence of the existence of such cor
poration in all aetions ana proceeding where the
question of existence is only colaterally involved,
and pr52aa fQcie evidence in all other actions and
proceedings. The original articles of association,
with the certificate Of the recording thereof in the
Office OF the secretary of state endorsed thereon,
or copy from the record thereof certified by the
| secretary of state, shall be evidence of the con-
tents of the articles of ASSOCIATION of any such cor
poration in all actions ana proceedings.
Section 3. When such articles of association
and affidavit fled and recorded in the office of
the secretary of state, the directors may, in case
the whole of the capital stockis not before sub
scribed, open books of subscription to fill up the
| capital stock of the company insuch pisces, and
after giving such such notice as thy may deem eX-
| pedient .'and from time to time nay receive sub
scrip tons until the whole capita stock is sub
| scribed.
Sec. 4. There shall be a board o.not less than
five or more than thirteen directors # every cor
| poration formed under this act tomanage its
affairs and said directors shall be choen by a ma
iority of the votes of stockholders yotlg at such
elections, in such manner and for snch tine as may
| be prescribed il the bylaws of the ceporation,
and they mayand shall continue to be dirctors UNI
til others elected in their places. Inthe cleo
ton of directors each stakeholder shall identified
to one vote, personally or by proxy, cvty share
| held by him for thirty days next preyiou tu anv
| such election; and vacancies in the boah of di-
| rectors shall be filed in such manner sail be
prescribed by the bylaws of the corporation, The
inspectors of the first election of directors shl lie
| appointed by the board of directors named i the
| articles of association. No person shall be- di-
| rector unless he shall be a stakeholder, owing
stock absolutely in his own name. as ;ruste,or
personal representative, and qualified to vote at he
election at which he shall be chosen, and at evcv
| election of directors, the books and papers II
| such company shall be exhibited to the meeting
majority OF the stockholders present shall requir
it. If for any reason the election ofdircCtors shall
! not have been, or shall not re held at the tim
| fixed therefor by law, the same may be held at an,
| time thereafter, on notice of twenty days Sucl
election may be called by majority of the direct
| ors or by the stockholders holding majority O
the stock: prOgided hOlCeCer, that at any meefinj
of all the stockholders, or in which they shall b.
represented by attorney or proxy, it shall be law
full to waive notice, and proceed to al election o
! directors.
! number president they may also appoint a vice
president, treasurer and secretary, and such othe
officers and agents rs shall be prescribed by tn,
bylaws.
| Sec. G. The directors may require the subscri
bers TO the capital stock of the company TO pay tn,
| amount by them respectively subscribed in sucf
| manner and in such instruments as they NAV deem
| proper. If any stakeholder shall neglect TO pay
| any instalment as required by resolution of tn,
board Of directors, the said board shall be author
! lied to declare his stock, and all previous pay
ments thereon, fortified for the use Of the compa
ny; but they shall not declare it forfeited unit
| they shall have caused notice in writing t. BIZ
served on him personally or by deposting the
same in the postOfice, postage paid. properly di
rected TO him ut The postofliCc nearest his usua
place Of residence, stating that h. is required Il
make such payment at the time and place specified
| in said notice; and that if he fails to make The
| same, his stock and all previous payments thsre
on viii be forfeited for the use Of the company
1 u.
| sixty days precious to the day on which such pay
ment is required to be made.
| Sec Z. The stock of every company formed I'M
der this act shall be deemed personal estate, anC
| shall be transferable in the manner prescribed by
the bylaws of the company, but shares shall be
| transferable until all previous calls thereon shall
| have been fully pad in
| Sec. 8. In case the capital stock Of any compa
| ny formed under this act is found to be INSULT
cent for constructing and operating its road, sscl
| company may, with the concurrence Of twothirds
| in amount OF all its stockholders increase its cap
| ital stock from time to time to any amount re
| quired for the purposes aforesaid. Such increase
| must be sanctioned by a vote in person or by
| proxy, of two-tMrds in amount Of all the stock
| holders Of the company, at an annual meeting o.
| a meeting of such stockholders called by the di
| rectors of the company for that purpose, by no
ticc in writing u eath stoekhoder to be served OF
him personally or by depositin9 the same, prCperl,
folded and directed, postage paid, to him at tht
postofice neares his usual place of residence il
the poStoice, at least twenty days prior, to sucl
| meeting. SuChsnOtice must state the time ant
place Of the meeisg and its object and the amour
| to which it is proposed to increase the capita
| stock. The proceedings of such meeting must b.
| entered on the minutes of the proceedings Of TIL
| company, and tlercupon the capital stock of TIL
| company may be increased to the amount sane
toned by a yoteof twothirds in amount of all tn
| stockholders of he company, az aforesaid
| Sec. g. No person holding stock in any sucl
! company, as executor administrator, guardian o
| trustee and no person holding such stock as col
| lateral security, shall be personally subject to an
liability as stockholders of such company for an
calls or instalmefs on any part paid stock of sue
| COMPANY : but the person pledging such stock shall
| be considered as holding the same, and shall b
| liable stakeholder accordingly and the e.
! tates and funds IN the hands of such executor, ad
ministrator, gualdan or trustee, shall be liable i
like manner ant TO the same extent as the testato
| or intestate. or he ward or person interested i
| such trust fund.- would have been if he had bee
| living and competent to act, and held the sam
stock in his own name.
| Sec. 10. As often as any contractor for the cor
struction of anypart of railroad which is in pre-
gress of constitution, shall be indebted to any Il
| bOrer for thirty G any less number of Gays labo
performed in constructing said road, such lahore
NAV give notice II such Indebtedness to said con
pany in the manner herein provided and sal
company shall tlereupon become liable to pay sue
laborer the amount 50 due him for such labor, an
an action may be maintained against said compan
therefor. Suchl shall be given by said labo
er to said comptny within twenty days after tn
performance of the number of days labor for While
such claim is made. Such notice shall be in VIZ
ting, and shall state the amount, end number
days labor, and the time when the wa
performed, for which the claim is made
and the name OF the contractor from whoI
due, and shall We signed by such laborer
| his attorney andshall be served on an engineer
agent or superintendent employed by said COMPS
| ny, having charge of the section OF the road o
| which such labor was performed, personally, or
| leaving the same at the Office or usual place
| business of such engineer, agent or supcrlntent
ent, with some person of suitable age But no a.
ton shall be mairtalned against any company Ill
der the provisions of this section, unless the sam
is commenced W thin thirty days after notice
given to the COMPANY by said laborer as above pr
| vided.
Sec. II. Every corporation formed under III
act shall, in addition TO the powers conferred c
corporations in chapter seventy eight of the r
| vised statutes, have power:
| 1st. To cause such examination and survey
for its proposed railroad to be made, may be ne
| essary TO the selection of the most adyantageoy
route; and for such purpose, by its officers or agen
and servants. toenter upon the lands or waters