, 1889-08-08


against this action, he being opposed to
section /. The article was then adopted
and sent to the committee on revision
by vote of ayes 4s, noes "a
CORPORATIONS COMMITTEE.
Their Report and the Usual Debates
Thereon.
! Mr.. Durie asked and received leave of
absence for tomorrow.
Mr.. Comegys asked unanimous con-
sent to take up the report OF the COM
mittee ON federal relations Several OBJ
jections We're made and then the ques-
! ton was put on suspending the rules for
that purpose and consent was given
| ayes y, noes IL.
Mr.. Stiles made point of order that
no quorum voted. The point was sus-
tanned and the motion declared lost.
The report of the committee on cor
porations other than municipal was
! taken up, and on motion of Mr.. Dyer
the convention went into committee of
the whole thereon, with Bowen in the
chair. The article on corporations was
read in full and section l was taken up.
SECTION 1. Corporations may be
formed under general laws, but shall not
be created by special acts. Nj laws re-
I lating to corporations may be altered,
amended or repealed by the legislature
at any time, and all corporations doing
business in this state may, as to such
business be regulated, neG,o limited or re-
SEC. 2. All existing charters, fran
chises, special or exclusive privileges,
under which an actual and bona tide or
granization shall not have taken place
and business been commenced in good
faith at the time of the adoption of this
constitution shall thereafter have no va
lidity.
Mr. Stiles moved to strike out the sec
ton because he saw no possible necessity
for il or why all corporations In process
and stock partially subscribed, but not
quite able to proceed, should stop and
lose their expenses and have to begin over
again.
Mr.. Cosgrove thought it void by the
enabling act and unfair anyway.
Mr.. Rinnear understood there were
more charters granted by special acts OF
the legislature, and If ncorporators had
not actually entered upon business they
should stop, They had special privileges
and adnot, within reasonable time, cxer-
cised those privileges, hence they should
come in under the general law. If there
are none such then 1t is immaterial
whether this section goes in. This is
| a clause in considerable number OF
state constitutions especially recent ones.
Mr. Cosgrove withdrew what he had
said about the enabling act,
Mr.. Turner did not believe the en-
abling act would propose to continue
laws of IA territory AFTER becoming q
state. This provision was to bring all
corporations not actually doing business
in under the general law.
Mr.. Stiles said he would not object to
this course as to charters actually lapsed,
but he objected to the term "all existing
| charters and franchises, etc. if limited
to actual organizations 1t might do
no harm, but many corporations are
actually organized and about ready for
business and operation. This clause
would be TO make void every subscrip-
tion to their stock, and only because of
the possible existence of some corpora
tions of which the gentlemen are not
even sure. Lost. Ayes 81, noes "a.
Mr.. Goldman asked and was excused
for the balance of the day.
Mr.. Hoyt said the committee can do
nothing but what IL was raised for.
Mr.. Godman-Well, Mr.. Chairman,
guess can retire anyhow, and he re-
tired.
Mr.. Minor offered an amendment
striking out the word franchise" and
ton was adopted. Ayes 2S, noes not
counted.
SEC. 8. The legislature shall not extend
any franchise or charter nor remit the
forfeiture of any franchise or charter of
any corporation now existing OF, which
Sudll hereafter cSlsU tilt luWS VI
this state. Adopted.
SEC. 4. All stockholders in all incorpo-
rated companies. Except corporations
organized for banking or insurance pur-
poses) shall be liable fordebts of the cor
poration to the amount of their unpaid
stock and no more.
MIR Gritiitts moved to strike out this
section.
Mr.. Sharpstein moved to strike out
Except corporations organized for
banking or insurance purposes, leav-
ing. all corporations to stand alike.
Mr. Griffitts said this section
distinctively legislative in its character. char ter:
Mr.. Sharpstein seid this was to pro-
| tect creditors.
Mr.. Turner said banks and insurance
companies ought to be under heavier
liabilities than other corpora tions, be.
cause they took the peoples money
capital stock.
Mr.. Hovt agreed as to banking COM
panies, but did not as to insurance COM
panies.
Mr. Crowley believed In retaining the
section as 1t stood. Insurance com
and agreed to pay them so much money
| II their property burned- Then, some-
times, when property burns the COM
pany evaporafes and the stockholders
| should pay.
Mr. Dyer agreed with the last speaker
as to preventing wildcat companies.
Mr., Hoyt said double or treble liza
bility on insurance stockholders would
result in having stock all in the hands
of persons who could not respond and
thus encourage instead Of discouraging
wildcat insurance.
Messrs. Sharpstein, Turner, Stiles,
Moore, Kinnear, 4, II, Sullivan, Bu-
chanan and p. G. Sullivan discussed this
point, largely in its legal aspect, and
then Mr.. Sharpstein's amendment died.
On Mr.. Griffitts' motion to strike out
the whole section there were remarks by
Messrs. Weisenberger and Grittitts.
ADJoURNED.
Mr.. Schooley moved that the commit
tee rise and report progress, So voted.
The president resumed the chair. Mr..
Bowen reported progress and asked
leave e 1 sit again, which .aoSs was grant,ed: ,.
this evening.