The Hawaiian gazette., 1884-09-03

stakeholder. he is relieved from any fur
Their personal liability for such debt, and
IL an action has been brought against him
upon such debt, il shall be dismissed as
to him. The liability of each stakeholder
Is determined by the amount of stock or
shares owned by him at the time the debt or
liability was incurred, and such liability
Is not released by any subsequent transfer
Of the stock. The term stakeholder, as
used in this section, shall apply not only
to such persons as appear by the books oil
the corporation TO be such, but also to
every equitable owner Of stock, although
the same appear on the books in the name
Of another Stock held as collateral securi-
ty, or by trustee, or in any other repre-
sentative capacity, does not make the
holder thereof a stakeholder within the
meaning Of this section, so as TO charge
him with any proportion OF the debts or
liabilities of the corporation, but the pied
ger or the person or estate represented Is
to be deemed the stakeholder as respects
such liability
SECTION Il Every corporation auth
orized to carry on business by virtue OF
the provisions Of this Act, before it com
mences business, and on the last Monday
in January and July in every year, shall
make statement in the form prescribed
by the schedule annexed to this Act, or as
near thereto as circumstances Will admit,
which statement shall be verified by the
oath of the President, Secretary or Cash
Ter. and any person who shall swear to the
said statement knowing the same or any
part thereof to be false, shall be guilty of
perjury in the second degree, and shall be
liable on conviction to all the penalties
prescribed by law for such offence. A
copy of such statement shall be put up In
some conspicuous place in the principal
office and in every branch or place where
the business OF the company shall be car
ried on, and the directors shall cause the
said statement to be published in Homo
lulu in the English and Hawaiian Ian
guages in at least one weekly for three
times and one daily newspaper for one
week.
II the corporation shall make default in
compliance with any of the provisions OF
this section. it shall be liable to penalty
not exceeding fifty dollars for every day
Of default, and any director or manager
permitting or allowing such default shall
be liable to a like penalty. AL such
penalties may be recovered before any
police justice.
SECTION Is The President and Cash
Ter of any corporation formed under this
Act shall cause to be kept at all times
full and correct list of the names and re
sidences of ali shareholders in the cor
poration. and the number of shares held
by each, in the Office where its business Is
transacted. Such list shall be subject to
the inspection of all the shareholders and
creditors Of the corporation during the re-
gular business hours of the corporation.
A copy of such list, verified by the oath
Of the President or Cashier, shall, on the
first Monday of September of each year,
be filed in the office Of the Minister OF
the Interior.
SECTION 16 The Minister of the In
terror and the Registrar of Public Ac
counts Of the Kingdom shall, not less
than two nor more than four times IN each
year, make an examination into all the
affairs of any corporation formed under
this Act, and for that purpose may ex-
anime any officer and agent OF the same
under oath. and shall make a full and
detailed report of the condition of the
corporation to the King, in Cabinet
Council, and no such corporation shall be
subject to any other yisitorial powers ex-
cept those which are vested IN the courts
Of justice
SECTION II. The stockholders of any
corporation formed under this Act shall
at no time be allowed to be collectively
or liable to such corporation,
either as principal debtors or as sureties,
or both, to an amount greater than three
fifths of the capital stock actually paid in
and remaining undiminished by losses or
otherwise; nor shall the directors be so
or liable, except to such an
amount and in such manner as shall be
prescribed by the Bylaws of such cor
poratiOn.
SECTION Is. The capital stock of any
formed under this Act shall
be divided into shares of equal value Of
an amount to be declared in the articles of
and the said shares shall be
assignable on the books of the corporation.
IN such manner as its Bylaws shall pre-
scribe; but no shareholder in any such cor
Doration shall have the power to sell or
ransfer any share held in his own right SO
ong as he shall be liable, either rs princi
pal debtor, surety, or otherwise, to the cor
ooration for any debt which shall have be-
come due and remain unpaid, nor in any
,ase shall such shareholder be entitled to
'eceiye any dividend, interest or profit on
iuch shares so long as such liabilities
hall continue, but all such dividends, in
crest or profits shall be retained by the
and applied towards the dis |
,harge of such liabilities.
SECTION 10. No corporation formed I'M |
Ter this Act shall take as security for any |
oan or discount lien upon any part Of |
Is own capital stock, and no such corpora
ion shall be the purchaser of any part of |
Is own capital stock, nor of the capital |
took Of any other corporation formed |
lnder this Act, or of any Incorporated |
ompany or partnership firm, unless such
purchase shall be necessary to prevent |
oss from debt previously contracted in
-ood faith, or unless in the case of the
of stock for non-payment of in
tallments due thereon; and all stock thus
purchased or acquired shall be disposed Of
gain within six months from the date Of
purchase or acquisition.
SECTION 20. The affairs of every corpor-
ton formed under this Act shall be
managed by not less than five nor more
han eleven directors, subject to the pro
isions herein contained. 1t shall be law
n for the corporation to prescribe by its
rticles of association the qualifications Of
irectors, the time and method of their
lection, and the term for which they shall
old office, and to define their powers
nd authorities, to provide for their re-
,oval from Office, the filling of vacancies,
nd all other matters in connection with
heir office, and with the management of
be business Of the corporation; provided,
nat the directors elected or appointed
hall be residents of the Hawaiian Islands
SECTION q. No person shall serve as a
irector who does not own in his own right
least ten shares of the capital stock Of
aid corporation; nor unless when appoint
1 or elected he shall take an oath that he
i'll, so far as the duty devolves on him.
ihgently and honestly administer the at
iirs of such corporation, and will not
nowingly violate or willingly permit to
e violated any Of the provisions of this
ct, and that he is the owner in good
nth of the number of shares of stock re-
uired by this Act standing in his name
i the books Of the corporation, or sub
ribed by him, and that the same is not
any way hyPothecated or pledged as
curly for any loan or debt Such oath
L L A 4 /