The morning call., 1895-02-15
[iSketched By a "CaH" artist from

laws, and adopt the same as the bylaws of said
corporation.
scribed our names, this - day of -, A. D.
1895.
The following extract from the Civil
Code is appended as having a bearing in
connection with the matter herewith pre-
sented:
Section 3O3 of the Civil Code: A corporation
may by its bylaws, where no other provision
is specially made, provide for:
F1rSt-The time place and manner OF calling
its meetings, and may dispense with notice OF
all regular meetings OF stockholders or direc-
tors.
bers constituting quorum.
Third-rhe mode OF voting by proxy
FOurth-The qualifications and duties OF
directors, and also the time of their annual
election and the mode and manner OF giving
notice thereof
Fifth-Tne compensation and duties of Off
GERS.
Sixth-The manner of election and tenure
of Office of all officers other than the directors.
Seventh-Suitable penalties for violation OF
bylaws, not exceeding in any case 500 for any
one offense.
Eighth-The newspaper in which all the no
tices OF the meetings of the stockholders or
board OF directors notice of which is required,
shall be published, which must be some news
paper Pubhshed IN the county where the prln-
cipal place OF business of the corporation is
located, or if none is published therein, then in
a newspaper published in an adjoining county
provided, that wheh the bylaws prescribe the
newspaper in which said publication shall be
made. and publication of such newspaper shall
have ceased, the board of directors may, by an
order entered on the records OF the corporation,
direct the publication TO be made in some
other newspaper published in the county, or if
none is published therein, then in an adjoining
county.
The following address has been prepared
by the general committee and mailed to
each of the subscribers to stock in the road
To...., subscriber to the San Francisco
and San Joaquin VALLEY Rdilt0dy Compan1r-DEAR
SIR: The committee that has had in hand the
obtaining of subscriptions sufficient TO insure
the completion of the work OF competing
railroad into the San Joaquin Valley, and to
the capital stock of which you are subscriber,
begs leave to state: That the sum of two mil
lion dollars has been subscribed to the capital
stock OF said competing railroad, and your
subscription is now valid and binding sub
scription; that with great deal OF care and
after consultation with counsel they have pre-
pared for the approval OF the subscribers a
draft of articles of incorporation for the pro-
posed railroad company, and in connection
Herewith, as it is required that board of di-
rectors to serve for the first year should be ap-
pointed by said articles of incorporation, they
have selected for nomination for directors for
the first year the names of the following gem
tlemen: Claus Spreckels, John d. Spreckels,
w. F. Whittier, J. b. Stetson, Antoine Borel A.
H. Payson, Charles Holbrook, Lewis Gerstle,
Alvinza Hayward, Isaac Upham, Thomas
Magee.
In connection Herewith, and as part of the
necessary papers for incorporation, the COM
mittee has had prepared draft OF set of by
laws, which it is also proposed TO submit to you
for your pleasure.
We beg leave to call your attention to the
provisions of section 294 of the Civil Code of
this State, which reads as follows:
"Before the articles of Incorporation of anv
corporation, referred TO in the preceding sec
tion are filed, there must be paid for the bene-
fit of the corporation to treasurer elected by
the subscribers ten 10) per cent of the amount
subscribed
AS it is necessary, therefore, that this ten
Q0) per cent should be paid before the filing of
the articles of incorporation, we have secured
the consent of the officers of the Bank of Cali
fornia that the bank shall act as the temporary
treasurer for the convenience of such as desire
to pay this ten Q0) per cent at any time prior
to the time and place of meeting. You are
therefore, respectfully notified that your name
amount of subscription, with proper voucher
for the same, can be found at the Bank of Cali
fornia, and you are requested to make pay
ment there at your earliest convenience
Should you for any reason fail so to do YOU
may, however, pay the same AT the time and
place of meeting, it being necessary require
ment of the law that you should make this
payment to entitle you to participate in the
deliberations of the subscribers meeting for
organization.
The time of the meeting will be Wednesday,
February 20, 1895, at o'clock P. NJ, and the
place of meeting will be the rooms of the Cham