The Hawaiian gazette., 1884-09-03

proportion OF any debt due nom the cor
poration. incurred while he was such
stakeholder. he Is relieved from any fur
Their personal liability for such debt, and
If an action has been brought against him
upon such debt, it 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
10 such persons as appear by the books OF
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-
~, or 6y a trustee. or in any other repre-
sentative capacity. does not make the
holder thereof 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
ser or the person or estate represented is
to be deemed the stakeholder as respects
such liability
SECTION Il Every corporation auth
cried 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 viii 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 4
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
ned on, and the directors shall cause the
said statement to be published in Homo
lulu IN the English and Hawaiian Ian
gusCes 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 8 penalty
not exceeding fifty dollars for every day
OF default, and any director or manager
permitting or allowing such default shall
be liable 10 a like penalty. AL such
penalties may be recovered before any
police justice
SECTION Is The President and Cash
ler Of any corporation formed under this
Act shall cause to be kept at all times q
full and correct list of the names and re
sidences of all 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 fled 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 e1-
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
indebted or liable to such corporation,
either as principal debtors or as sureties,
or both, to an amount greater than three
ttths Of the capital stock actually paid in
and remaining undiminished by losses OF
otherwise: nor shall the directors be 50
indebted 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
corporation formed under this Act shall
be divided into shares of equal value OF
an amount to be declared in the articles OF
incorporation. and the said shares shall he
sssignable on the books of the corporation.
in such manner as its Bylaws shall pre-
scribe: but no shareholder in any such cor
porstion shall have the power to sell OF
transfer any share held in his own right SC
long as he shall be liable, either as princi-
pal debtor, surety. or otherwise. to the cor
poration for any debt which shall have be
come due and remain unpaid, nor IN any
case shall such shareholder be entitled to
receive any dividend, interest or profit on
such shares so long as such liabilities
shall continue, but all such dividends, in
terest or profits shall be retained by the
corporation and applied towards the dis
charge of such liabilities
SECTION 10 No corporation formed IN
der this Act shall take as security for any
loan OF discount lien upon any part Of
Its own capital stock, and no such corpora
ton shall be the purchaser of any part Of
its own capital stock, nor of the capita
stock Of any other corporation formed
under this Act, or of any incorporated
company or partnership firm. unless such
purchase shall be necessary to prevent
loss from debt previously contracted IL
good faith. or unless in the case of the
forfeiture of stock for non-payment of In
stallments due thereon; and all stock thus
purchased or acquired shall be disposed Of
again within siI months from the date Of
purchase or acquisition.
SECTION 20 The affairs of every eorpor
alton formed under this Act shall be
managed by not less than five nor more
than eleven directors, subject TO the pro
visions herein contained 1t shall be law
full for the corporation to prescribe by It's
articles Of association the qualifications Of
directors, the time and method of then
election, and the term for which they shall
hold Office, and to define their powers
and authorities, to provide for their re
moval from Office, the filling of vacancies
and all other matters in connection with
their Office, and with the management OF
the business of the corporation; provided
that the directors elected or appointed
shall be residents of the Hawaiian Islands
SECTION 2l- No person shall serve as :
director who does not own in his own right
at least ten shares of the capital stock Of
said corporation; nor unless when appoint
ed or elected he shall take an oath that be
viii, so far as the duty devolves on him
diligently and honestly administer the af
fairs Of such corporation, and viii moi
knowingly violate or willingly permit "a
be violated any of the provisions of this
Act, and that be is the owner In good
faith Of the number of shares of stock re
qulred by this Act standing in his name
on the books of the corporation. or sub
scrlbed by him, and that the same Is not
IN any way hypothecated or pledged as
security for any loan or debt Such oath
subscribed hy the r,arSorI faEinO n and