Evening journal., 1899-03-20
DISSOLUTION OF CORPORATION.


charged.
DISSOLUTION OF CORPORATION.
SECTION "a. II It should be deemed
advisable, in the judgment OF the board
Of directors, and most for the benefit OF
any corporation organized under this Act,
that II should be dissolved, the board.
within ten DAYS after the adoption OF
resolution to that effect by majority OF
the whole board at any meeting called
for that purpose, OF which meeting every
director shall have received at least three
days notice. shall cause notice OF the
adoption OF such resolution TO be mailed
TO each stockholder residing in the United
States. beginning within said ten days
cause a Ike notice 10 be inserted in
newspaper published IN the county where
IN the corporation shall have It's prlnci-
pal office. ct least four weeks success
sively. once a week, next preceding the
time appointed for the same OF meet
Ing OF the stockholders to be held at the
office Of the corporation, 10 take action
upon the resolution 80 adopted by the
/ board OF directors, which meeting shall
be held between the hours Of ten o'clock
/ IN the forenoon and three o'clock In the
afternoon OF the day so named. and which
meeting may on the day so appointed.
| by consent OF a majority In interest Of
the stockholders present, be adjourned
from time to time, for not less than eight
days at any one time OF which adjourned
/ mefMnK nQUte ny ADVERTISEMENT IN sdlu
! newspaper shall be given. and II at any
such meeting two-thlrds In interest of all
| the stockholders shall consent that a dis
solution shall take place and signify their
| consent In writing such consent together
| with list OF the names and residences OF
the directors and officers. certified by the
PRECEDENT and secretary or treasurer,
sim \ be nled in the office OF the Secretary
OF State. who upon being satisfied by due
proof that the requirements aforesaid
! \
certificate that such consent has been
fled. and the board OF directors shall
cause such certificate To be published four
weeks successfully. at least once week,
in q newspaper published IN said county,
| and upOn the filing In the Office OF the
Secretary OF State OF an affidavit Of the
manager or publisher Of the said news
paper. that said certificate has been pub
nshed four weeks successfully. and al
least once a week In said newspaper. the
corporation shall be dissolved, and the
president and directors or the managers
OF the affairs OF the said corporation al
the time OF It's dissolution, by whatever
name they may be known In law. shall be
trustees OF such corporation, with full
power to settle the affairs. collect the
outstanding debts, and divide the moneys
and ether property among the stock
holders, after paying the debts due and
owing by such corporation at the time ol
its dissolution. as far as such moneys and
property shall enable them.
Whenever all the stockholders shall con
sent I'm writing TO a dissolution. no meet
ing OF notice thereof shall be necessary
but on fillng said consent IN the office o.
the Secretary of State, he shall forthwith
issue n certificate OF dissolution. which
shall be published as above provided
TRUSTEES TO WIND UP BUSINESS.
SECTION IS. The persons constitute,
trustees as aforesaid shall have authority
TO sue for and recover the aforesaid debit
and property by the name OF the trus
tees Of such corporation. describing II b.
Its corporate name, and shall be sueahl
by the same name for the debts owing b.!
such corporation at the time OF its dis
solution. and shall be Jointly and sever
, ally responsible for such debts to tn
amount Of the moneys and property o
such corporation at the time OF Its disco
luton, which shall come to their hands o
possession.
SECTION &c. AL such corporations
whether they expire by their own limita
ton, or are otherwise dissolved, shal
, nevertheless be continued for the term o
three years from such expiration or dis
solution bodies corporate for the purpOs
: Of prosecuting and defending suits by o
against them, and Of enabling them grad
, u2llly TO scttle and close their business
to dispose Of and convey their property
and TO divide their capital stock, but no
! for the purpose Of continuing the busi
ness for which such corporation shal
, have been established.
SECTION 81. When any corporation or
gamized under this Act shall be dissolve
! in any manner whatever the Chancellor
on application OF any creditor or stock
holder OF such corporation, at any time
may either continue such directors. trus
tees as aforesaid. or appoint one OF NOR
persons TO be receivers Of and for sucl
corporation, to take charge OF the estat
ard effccis thereof and 10 collect tn
! debts and property due and belonging Z
the company with power to prosecut
= and defend, In the name OF the corpora
e tion. or otherwise. all such suits as ma
e. he necessary OF proper for the purpose
? aforesaid and TO appoint an agent O
D agents under them. and 10 do all othe
b acts which might be done by such cor
e poraton. N I'm being that may be necel
] 81