The Saint Paul globe. (St. Paul, Minn.) 1896-1905, 1897-05-03

and savings associations doing gen.
eral business
| chapter one hundred and thirty-one ODD
of the general laws of one thousand
eight hundred and ninety-one QS9D Is
hereby amend ed to read as folioWs:
Sec. 20. If it shall appear to said pub
public examiner from any examination
made by him. or fro n any report OF any any
examination made by him, or from any
annual or Semi-annual report aIofesa.luu,
that any corporation governed by TINS
act is violating it's charter, or the law, VI
that it is conducting business in an uI-
| safe. unauthorized. or dishonest manner,
he shall by an order Under ms manu- I1,,o a.au
| seal of office addressed to such coIp ,,;ra-
| ton, direct conformity with the REQUIRE,
ments of its charter and of the law, anu
whenever such corporation sh la, c re1unt
| as may be lawfully required, OF 70 cotiipty
with such order aforesaid within !. thiray
| become apparent that there is such
| deficiency in it's assets that the purpose
for which the ASSOCIATION was ,,9 U[sa dlnI
cannot be carried out, the public exam
| liner may, if such corporation be organ
| ized under the laws of the State of Min
nesota, forthwith take possession of the
| scription of such corporation and shall
| at once proceed to make a careful and
| detailed examination of the condition or
the affairs of such corporations; and the
books records and assets of such corpo-
ration so held by him shall not be subject
| to levy or attachment or garnishment at
| any time while under his control If at
the close of such examination it shall
| appear to the public examiner that such
| fill it's contracts with it's members. and
| that it is for the best interests OF the
stockholders that such corporation snail
| continue to do business, but that it's
| officers and directors or any OF them are
| disqualified from acting such by rea-
| son of incompetency, dishonesty or negli-
! gence in the management OF the affairs
| Of said corporation he shall file state
ment in writing with the attorney general
setting forth the facts in relation to such
disqualification whcreupon the attorney
general shall apply to the district court
of the county where the home office or
| such corporation is located for an order
to show cause why such officers and di-
| rectors or any of them should not be re-
| moved, which order if granted shall be re-
| the date of service thereof. II at the
! hearing upon said order to show cause,
the, court shall find that the. affairs OF
such corporation are being mismanaged,
! or that any of its officers or directors are
dishonest, incompetent or negligent, the
court may direct the removal of such
may further require the public examiner
| to call a special meeting Of the stock
h9lders Of such corporation at its home
laws for the purpose of elect1ng directors
or officers to fill such vacancies as may
exist by reason of such removal and for
such other business as may properly
| come before such meeting. The officers
and directors elected at such special
|
! annual meeting Of such corporation and
until their successors are elected and
| Qualified but no officer or director who
| shall have been removed for cause shall
| be eligible to reelection.
| Upon the election and qualification OF
| such 1ewly elected officers and directors
| the public examiner shall forthwith re-
| linquish the books, records and assets OF
such corporation to it's proper officers
If at the close of such detailed eXamina-
ton, as aforesaid, it shall appear to the
| unable to complete and fulfill it's con-
| tracts with its members, and that it
would be unwise and Improbable for
such CORPORATION to continue to do bust
| ness, he shall file statement in writing
| with the. attorney general, setting forth
| the condition of such corporation, with
his reasons for such proceedings. Where
| upon the attorney general shall apply
| to the said district court for an order to
show cause why the affairs of such cor
| poration should not be wound up and
| settled for thu best interests Of all its
| stockholders, which order, if granted shall
! be returnable not less than ten QO days
| from the date of service thereof. If at
| the hearing upon ,aid order to show
| cause, the court shall find that such cor
its contracts with it's members, and that
| it is unWise and ineXpedient to continue
| to do business, the court shall order and
| direct that such corporati IN go into liqui-
| dalton and it's affairs be wound up and
settled under the direction of the court.
And tie court shall thereupon vest the
|
| ton in such of the directors or officers
! thereof as may be best fitted in the judg-
ment of the court to settle and wind up
| the affairs of such corporation. The office
| of tie remaining directors and officers OF
such corporation shall be declared vacant
by the court; provided, that the court may
| officers of such corporation, If in its
| judgment it shall be for he best interest
| of The corporation, so to do; and upon
| the removal Of all such directors, the
court shall appoint as directors of such
| corporation not less IAN three persons.
at least two of which shall have been
| stockholders for at least one year prior
| to the date Of such appointment; the
| persons in whom the management of the
| affairs Of such corporation Is vested, as
aforesaid, shall give such bonds, or tdel-
| ity insurance, as may be required by the
court. Provided, that at least two of such
directors shall reside in the State of Min
! nesota. The court may, at any time, for
cause as aforesaid, remove any or all
officers and directors and appoint others.
whenever the number of shareholders of
such corporation shall be less than fifty
900 and their holdings oo of stock
the court shall remove all Off
GERS and directors of such corporation
and appolnt one stakeholder residing in
| sioner to wind UP its affairs; and pro-
vided further, that all such liquidation
shall be under the supervision of the
court. Such officers and directors shall
| report in such manner and at such times
| as the court shall direct.
| Any corpt ration governed by this act
| may, if ordered by majority vote of its
| directors. or vote of three-fourths of its
stock, at any regular or special meeting
of its shareholders, voluntarily go into
| liquidation; provided, that the public ex
| aminer shall consent in writing thereto.
| Notice of such action by the directors or
stockholders and the consent of the pub
lie examiner, shall be mailed to each
last recorded address; and thereupon
such corporation going into voluntary
liquida tion may adopt such methods and
measures rs may be lawful, equitable and
Je ct to the direction and control OF the
public examiner; provided. that the
| methods so adopted SHALL as nearly as
may be, conform to the original plans and
also, that any change in such plans or
methods shall be approved by the public
examiner before being so adopted by such
corporation; and it IS further provided
interests of such corporation, the board
of directors may change the plan or
loans to definite time or times of pay |
ment. at ra1e Of interest not exceeding |
my negotiate or assign any or all of its |
mortgages for cash, at such times and on |
such terms of settle"lent as may appear |
TO the best interest of such corporation. |
dation shall have authority to consolidate |
with any other corporation organized for |
the same purpose upon such terms as |
may be agreed upon and authorized by |
cor pora tons, the majority of the stock |
cCnsenting thereto, and to transfer to |
such consolidated corporation its entire !
assets subject to existing liabilities.
whether Voluntary or otherwise, incIud,
ing the compensation of officers employees |