Pawtucket tribune. (Pawtucket, R.I.) 1890-189?, 1893-07-13
PUBLIC LAWS OF RHODE ISLAND.
PAsssd at the January session, lSoa

CRATER l.sm.
Passed May 2s, ls3)
AN ACT Providing Incorporation by General
IL Is enacted by the General Assembly as fol-
sEcrIoN I. Amy three OF more persons OF
lawful age who shall associate by written arti-
cles, which shall express
Their agreement TO constitute corpora
ton;
D. The name by which 1t shall be known,
which shall be one which cannot be confound-
ed with the title of q partnership. and which
name Is not then In use by any existing corpo-
ration In the state;
The purpose for which II Is constituted;
4 The town or towns, city or cities In which
Il Is 10 be located;
q II IL have capital stock, the amount of
the c. lrttal stock md whether common OF pro-
ferred, and how much OF each. and the num-
Der Of shares that each person Is TO take, and
the par value of such shares; and. II preferred.
the advantages thereof over the common stock.
shall, upon complying with the requirements
hereinafter provided. be and become corpo-
ration for the transaction Of any lawful busi-
ness In this state out of this state, excepting
the business Of any railroad company. turn
pike company, or any other company which
shall need 20 possess the right to take
condemn lands or other property under the
power Of eminent domain, or 10 acquire fran
ohises In the streets or highways Of towns or
cities. and also excepting the business OF insur-
ance, of banks and banking corporations, saw
ings banks. trust companies or any other cor
poration trading In bonds, notes, or other evi-
dences of Indebtedness: Provided, that In case
the corporation is formed for carrying on such
lawful business as is not above excepted, out
Of the state, one Of the directors shall always
be . resident Of this state.
SEC. q Such agreement shall be signed by
all the corporators therein named. who shall
also state theif residences against their names,
and shall be acknowledged In the same man
ner deeds of real estate within this state are
required 10 be acknowledged. and shall be filed
in the Office of the secretary OF state, together
with q certificate Of the general treasurer that
the fee required by law has been paid; and the
secretary Of state 10 thereupon authorized TO
issue q certificate of the fact OF such fling.
Upon compliance with the foregoing require
mehts, such association shall be authorized 10
transact business as corporation, with the
powers and subject TO the duties and obliga-
tions provided by laws then In force or by any
amendments thereof.
SEC 3. Copies Of such agreements, or of any
amendments thereof, and the fact of their be-
ing filed In the Office Of the secretary Of state,
and the date of such fling, certified by the
secretary Of state, shall be received In evidence
before any court tribunal or authority.
SEQ l. No corporation TO carry on the bus-
ness OF insurance or banking, no bank, savings
bank, trust company, or corporation trading in
bonds, notes or other evidences If Indebtedness,
shall be created except on petition to the gen
eral assembly aud under such charter as
may prescribe after public hearing held In
least one house Of the general assembly on su.
notice as such house may prescribe.
SEC. o. AL kinds of corporations not heron
before or otherwise provided for shall be Gre
ated by special act on petition therefor, and
nothing In tn Chapter contained shall pre-
vent the creation of any business corporation
by the general assembly under special charter
on petition therefor
Sec g. Whenever q corporation Is created
under this general law, by articles of assoca-
ton. and more capital is necessary or desirable
than the amount prescribed In the articles Of
association as provided In sections one and two
Of this Chapter, such articles may be amended
and the amount Of capital increased, by GER
siicste, signed aud acknowledged by the own
prs of three-quarters Of the stock for the time
being, fixing the amount of capital require d:
which oertinsate snaIl set forth the amounts
and kinds Of stock and the par value thereof,
and the advantages Of the preferred. II any,
over the common stock, and shall be lled In
the Office Of the secretary Of state with the
original articles Of association.
SEQ T. ANY articles Of incorporation provid.
ed for In sections one and two of this Chapter
may provide, II desired, that the corporation
shall have lien on shares for assessments OF
other Indebtedness of the shareholders due te
the corporation: and IL deemed advisable, may
give the corporation the right, In case OF sale
OF stock by any stockholder, to purchase said
stock at the lowest price at which he is willing
70 sell, before the same shall be sold by him to
any other party. and may prescribe the tim,
within which the corporation must exercise
said right.
SEC. g. The first meeting of the persons who
associate themselves together provided In
section one of this act shall be called by notice
signed by one or more of the subscribers to such
agreement, stating the time, place and purpose
OF the meeting, a copy of which notice shall.
seven days at least before the day appointed
for the meeting, be given TO each subscriber OF
left at his usual place of business or place OF
residence, OF deposited In the post Office, post
age prepaid, and addressed to him at his usual
place of business or residence, but such notice
shall not be necessary II all the subscribers
shall waive the same In writing. Whoever
gives such notice shall make affidavit Of his
doings, which shall be recorded in the records
of the corporation.
SEC. Q. At such first meeting, including any
necessary or reasonable adjournment, an or.
ganization shall be effected by the choice of
temporary chairman and temporary clerk.
who shall be sworn, and by the adoption OF
bylaws, and the election by lallot OF directors
treasurer, secretary and such other oSEcers as
the bylaws may provide; but at such first
meeting no person shall be eligible as di.
rector who has not signed the agreement OF
association. The temporary clerk shall make
an attested record Of the proceedings until the
bocretary mas Deen CHOSEN ana sworn, lncluu.
Ing record of such choice and qualification.
SEQ. 10. The president, treasurer, and ma
1ority of the directors shall forthwith make
sign, and swear to q certificate setting forth
true copy of the agreement of association, with
the names Of the subscribers thereto. the date
OF the first meeting. and the successive ad.
journments thereof, IL any, and shall submit
such certificate, and also the records of the
corporation. To the secretary of state, who shall
Immediately transmit to the general treasurer
acertifcate setting forth the amount Of cap
ital stock authorized by suoh certificate Of or
ganization. On receiving from the general
treasurer a certificate that said corporation has
paid into the treasury for the use Of the state
the sum Of one hundred dollars, or II the cap
ital stock of said corporation be more than one
hundred thousand dollars, the sum Of one
tenth OF one per centum OF such authorized
capital stock, the secretary of state shall cause
the said certificate OF organization TO be record.
ed In his ONCE, and shall thereupon issue Ger.
tihcate, under the seal Of the state, In the fol-
lowing form, VIM.
STATE OF RHODE ISLAND. ETC
Be II known that whereas (here the names Of
the original subscribers shall be inserted> have
formally associated themselves with the inten-
ton Of forming corporation under the name
Of (here the name Of the corporation shall be
inserted), for the purpose (here the purpose de-
clared In the articles Of agreement shall DO In
serted), under the provisions Of (here the des-
tgnation OF the statute under the provisions OF
which organization was effected shall be In
serted), with capital Of (here the amount OF
capital stock as IL stands fixed by the corpora
ton at the date Of the certificate shall be In
~x.h h. A. -