New-York tribune. [volume] (New York [N.Y.]) 1866-1924, 1900-02-04

Immediately becomes vested in the bondholdsrx
As special inducement 10 corporations under
this act il is provided that the capital stock OF
such companies shall be exempt from attach
ment by creditors OF the stockholders. Express
power is given the corporation 70 purchase its
own capital stock and 70 reissue H. but report
OF such purchase and reissue must be made 20
the stockholders at the next annual meeting
The law is especially stringent in regard 70
promoters. and requires every prospectus 10 give
detailed information 10 the names OF the
promoters. the data TO any contract for which
stock has been or is 70 be issued what anout
OF stock, II any, is paid to promoters what com
missions are paid. and the terms OF any contract
for the purchase OF property, which contract
must fully disclose the property received in a.
tail, its location and the consideration in stock
or otherwise paid by the company
The details OF the company's finances ara
made practically public by the provision for
annual reports and for annual financial state-
ments. and the penalties provide that in case
OF failure TO make these reports the directors
become Immediately disqualified for Office and
for year thereafter
While every endeavor has been made 10 at
1I1 ii-o LoIe eco capital 70 this State. an
equa44y S1rong endeavor has been made 10 keen
out wildcat enterprises. Il is said thar yVhiIs
the provisions or the act are liberal in the mat
Ter OF tne issuing OF stock for property or SER
wees the act requires a full disclosure bv vav
OF written contract TO be filed. which instrI-
menI snail make plain for what any stock ia
issued which is not issued for cash
mis- IS IN accordance with the announced
views OF Froressor jerks upon the subject OF
PuDiiciLy' VIZ, that a corporation should be en-
tirely rree 10 issue stock for whatever cOnsid-
eratlon the directors might see fit provided the
STOCK certincates on their face should srecffv-
that they were not issued for money ard should
state Where the contract could be seen which
would tuliy show for what II was issued
Inc question Of taxes. too. OF such CORPORA
TONS has been made a separare nlarrar hv f4saIF
ana sueh corporations are required 10 pay prac-
SIICaLIy OuIy an annual tax 10 the Controller.
Daseo upon the amount OF capital actually
issued IN this respect the laws Of the State OF
NeW-Jersey have been followed
FOLLOWING NEw-JERsET LAW.
In the matter of details regarding organiza-
ton election Of officers, freedom in creating
shares Of stock. wide latitude a.
TO the number of directors and the qualifications
for their election the law Of New-Jersav has
been substantially followed All of the restric-
tons OF the present act OF the state OF New
York respecting the number OF directors. thu
residence OF stockholders and the residence OF
directors have been removed. but the couDanv-
Is required in New-YOrk. as is the law in Navr
Jersey. 10 have registered agent ans p -
tered ONCE IN the State Of New-Y0rk and IL
80 - 81 20 PRINT the name OF its registered
other literature -' an
Special attention is paid in the act TO compel
ing pubhc statements To be PREPARED v~bfoh
shall name the directors and officers OF = cor,1-
pany ana make a fun exhibit OF lis hnances
each corporation being required To make an
annual statement in the nature of a balanca
sheet winch statement however is nor 10 h.
puDnc, except that II shall be filed in the Of5ca
OF the company IN this State. where il shaU hs :
open 10 the inspection OF any creditor or any
stockhoiuer OF the company. These Statements
are also 70 De HE'D with the Controller at Al
OanS,~oSst IKE the testimony in divorce sEsssz
are sealed up and opened only on the order or
the Court This Is said 10 be a new procedure
IN corporate matters. and its object Is To com
pei the corporations 10 file this evidence once a
year. that the state may have il on hand In
case II may be necessary use IL
In regard 10 promotion. the proposed new law
is more stringent than that in any other OF the
American States IL Is founded upon the Eng
iish act. and makes all directors OF the company
responsible for every statement made IN any
prospectus. and also holds them responsible for
an the debts OF the concern II any material tact
Is omitted 10 be stated
The whole matter might be summed up by
stating that the arrangement. the details OF Or
sanlzation. OF maintenance and OF dissolution
are practically taken from the New-JerseT
statutes. The feature OF having a known. pub
hshed and registered Office In the State Is also
taken from the New-Jersey statutes. but with
some additions from the English law. This "a
the salient feature OF the act.
The law as 10 the publicity required az the
corporation is taken largely from the English
provision. with some trace OF suggestions frorl
the Ohio statutes on that point The provision
with regard TO the auditors is Of old English
origin, but II carried 90 extent 90 which ths
English law has never seen ~ 70 90.