The times. [volume] (Richmond, Va.) 1890-1903, 1890-10-18

THs CEDAR WORKS COMPANY
AND The STATE SECRETARY

In the Office q the secretary VI "'o I'm
mouwealth yesterday the charter oil lne
Richmond Cedar Works was offered py "''
Gustavus Millhiser for recordation. secre-
tary Flournoy refused TO record IL on '"e
ground that the tax required by an ACT OF
the General Assembly had not been pa'o
mon IL, and the following statement ""e
given 10 Mr.. Millhiser at the latters to
c,es,- IL il signed al. w. Flournoy'
Secretary OF the Commonwealth" anu Is
addressed to Mr.. Millhiser;
81 decline TO record the charter OF the
Richmond Cedar Works presenter ~ ny
THE day for recordation until the iact II
ccrtifiej TO me by the Auditor OF funnc
accounts that the sum of two hundred doi-
isrs reouired TO be paid into the o,ate
'rressury under the provisions OF the ACT VI
Assembly has been so paid"
WANTED TO SUE.
Mr. M,llbisar stated that he wished the
above abatement for the purpose OF lnsti-
tutiug an action at law TO test the iegaiiy
M the act and 10 get mandamus ron ,uc
court recurring the Secretary oil the ION,
mopwealth to record the charter "l'uV"'
the payment OF the tax OF ~" v;mh,ser was
GRANTED last August by the Circuit 1o ndn
~ Uenrico. with capital stock OF SlVo,VVv,
hut with the authority TO increase the sioch
90 q, opO 600. Mr.. Millhiser is president vi
The company. and MIR. W. III. Parrish secre-
tary and treasurer.
HISTORY or THE ACT.
Tho story of the act, which since passed
has brought about $4,000 into the SIate
Treasury. is that at the last session OF the
General < ssembly an act was approved On
February 10th, entitled ian ACT 10 require
the payment Of fees or certain charters.
This act was indefinite as TO the amount VI
tar which might have 10 be pald on SUM
charters. IL stating that "for any increase
In capital stock the same prOpoiUo""'0
charge shall be made"
In order TO limit the amount OF TINS taH
the first section Of this act was ainepaeu
and approved by the Governor on the zotI
of February, so that no company shouiu
have 10 pay tex of more than WV on iI'
charter, whatever the amount OF capil"
stock might be. ,.,.a ~,
the General Assembly Of Virginia, thal
every charter of incorporation hereaitel
granted under the provisions OF sector
1iI5 OF the Code. and every act OF lncOrpora
tjop hereafter passed by the Denertl hs
sembly. shall be and continue 10 De WhOiI.
imperative and Intellectual until the pay
ment Of certain fee 10 DE ascertaine" ""'
liked rs follows, &C"
HOW THE LAW READS.
BY some unknown means when TINS sec
tion was amended by the act approved req
ruary 2sth an omission was made, making
the law read as follows:
1 Re IL enacted by the General Assembly
of Virginia. THAI every charter of incorpora
tion hereafter passed by the General AS
sembl,. shall be. and continue 10 be, wholly
inoperatiye and Intellectual for any ana al
purposes whatever, until the payment OF a
lee 10 be ascertained and fixed as follows
For company whose maximum capita
stock is five thousand dollars or under, nv'
dollars; for a company whose capltal stock II
over five thousand dollars and not 10 eN
coed ten thousand dollars, ten dollars
over ten thousand dollars aud not to exceed
TWENTY-FIVE thousand dollars fiteeI
dollars: over twenty-five thousand dollars
and not TO exceed fifty thousand dollars
twenty-five dollars; over NIFTY thousand doi-
lars and not TO exceed one hundred Thousand
dollars. forty dollars; over one hundred
thousand dollars and not TO exceed three
hundred thousand dollars, sixty-hye dollars
over three hundred thousand dollars ano
not 10 exceed five hundred thousand dol
lars. ninety dollars; over five hundred
thousand dollars and not TO exceed eighl
hundred thousand dollars. one hundred ano
fifteen dollars; over eight hundred th0usanc
dollars and not TO exceed one million dol
lars. one hundred and fifty dollars; over
one million dollars. two hundred dollars
For the purposes of this act, the amount tt
which the company is authorized by Inc
terms of its charter TO increase It's capita
stock, shall be considered its maximum
capital stock, but the fee to be PAID
under this section shall in no case exceed
the sum of two hundred dollars: provided
,haf I'm
pay twenty-five dollars only for each certl'
ficate of incorporation filed or charter
granted: and provided, further. that no Zee
shall be required Of companies organized
for religious, benevolent, or literary pur'
poses. or of such companies as are not or
ganized for profit and have no capital STOCK
Mutual insurance companies and Other
mutual companies not organized for strictly
benevolent or charitable purposes, shall
pay fee of twenty-five dollars.
2. Such fee shall be paid into the state
Treasury, and the fact Of payment shall, III
case the charter was granted under the pro-
visions of section eleven hundred and forty
five OF the Code OF Virginia, be certified by
the Auditor of Public Accounts to the Sec
rotary of the Commonwealth and the fact
of payment, in case the act Of incorporation
was passed by the Legislature, shall be GER
titled by the Auditor of Public Accounts t.
the Keeper of the Rolls.
3. Until the fact Of payment is thus GER
tilted 10 the Secretary of the Commons
wealth, he shall not record the article OF
incorporation, and until the fact of payment
is thus certified TO the Keeper of Rolls. he
shall not furnish copy of the act OF incor
poration.
A. Any company organized under the
laws OF n jurisdiction beyond this state and
proposing hereafter TO transact business IN
this state, shall pay into the treasury a fee 10
he fixed and ascertained in the manner pro-
vided for by section one. And until the fact
of payment is certified by the Auditor TO the
Secretary OF the Commonwealth, the char
ter or articles OF incorporation OF the COM
pany shall not be filed in the office OF the
Secretary OF the Commonwealth, and the
company shall have no right to transact
business or conduct operations OF any
character in this State.
8. This act shall be in force from its pas
sage.
TuE WORD HEREAFTER.
The word thereafter appears twice in
the first part OF the section in the original
act. and the clerk in transcribing, after
taking his eye from the page, must have
taken the last thereafter" for the first one
when he looked at ii again, leaving out the
words thereafter grants under the proyi-
sions OF section l145 Of the Code"
But the third section Of the first act was
left In force and reads as above.
After the error was discovered the state
officials asked Attorney General scott TO
give his opinion on the subject which he
did as follows on the Sd Of April:
IL have examined the acts of February
10 and February 2s 1890, imposing regis
tration fees upon charters. In the last act,
IL 10 true. in the first section, no mention is
made Of charters granted under section 1l45
OF the Code Of Virginia 1887; section 2 pro-
vides such fees shall be paid into the treas
ury' and the fact OF payment shall in case the
charter was granted under the provisions
OF section has Of the Code of Virginia be
certified by the Auditor OF Public Accounts
70 the Secretary OF the Commonwealth, and
the fact OF the payment, in case the act Of
incorporation was passed by the Legisla-
ture, shall be certified by the Auditor of
Public Accounts 10 the Keeper OF the Rolls.
at is my opinion both acts impose regis-
tration tax upon charters granted under
the provisions OF section lli5 Of the Code of