Echo de l'ouest. [volume] (Minneapolis, Minn.) 1883-1929, 1901-04-19

or directors are dishonest, incompetent or neg.
ligent. the court may direct the removal OF
such officers or directors, or any Of them, ano
cali a special meeting OF the stockholdsra OF
, ansa eor psseetIbaa At At is its p Renls 0f for the IN p une
pose Of electirg directors or officers 70 ni
such vacancies as may exist by reason OF sue1
removal and for such other business as may
11ce1s and directors elected at such special
meeting shall hold office until the neSt as? ny :
meeting Of such CORPORATION, and until tns 81
for cause shall be eligible to reelection; ..,
newly elected officers and directors the pub
lie examiner shall forthwith rei1nquisn ine
books, records and assets OF such corporate.
such detailed examination as aforesaid 1t
shall appear to the public examiner that lne
corporation is unable to complete and Lu1aiit
would be urWise and Improbable for sucn
corporation to continue to do business, ne snail
file a statement in NV writing tha c w1ah taa a Of sueh
Corporation, with his reason for such pro-
ceedings. whereupon the ATTORNEY general
order to show cause why the affairs Of such
corporation should not be wound up and set
tied for the best interests OF all It's STOCK
holders, which order, If granted, shall be re-
turnable not less than ten QO days from the
date Of service thereof. II at the hearing
upon said order to show cause the court snall
find that such corporation is unable to COM
plete and fulfill its contracts with Its members
and that it is unwise and inexpedlent to con,
tinue to do business, the court shall order and
direct that such corporation go into Liquids
ton. and Its affairs be wound up and set,
ted under the direction Of the court; And
the court shall thereupon vest the manage
ment and control Of such corporations In such
of the directors or officers thereof as may be
best fitted in the Judgment Of the court to
%poration. The office Of the remaining direc.
tors and officers Of such corporation snail
be declared vacant by the ~ court; pro- o.
any Of the directors and officers Of such cor
porstion II in Its judgment it shall be tor
the best interests Of the corporation to 90 50;
and upon the removal Of all directors, the
court shall appoint as directors Of such cor
poration not less than three 81 persons, at
least two Of whom shall have been stock
holders for at least one year prior to the
date Of such appointment; the persons in whom
the management OF the affairs OF such cor
paeao Sond IS or sssf fdsl,t ~ insurance insurance as sD1 may be
required by the court. Provided, that at least
two Of such directors shall reside in the State
for cause, as aforesaid, remove any or all
officers and directors, and appoint. Others as
Provided further. that whenever the
shall be less than fifty (5O) and their holdings
OF stock less than five hundred 5000 shares.
the court shall remove all officers and direct
ors OF such corporation and appoint one stock
holder residing in the State OF Minnesota, as
spseial c95nmissioner: TO- wind up its affairs;
ton shall be under the supervision Of the
court Such officers and directors shall re-
port In such manner and at such times as
the court may direct
Any corporation governed by this act may,
II ordered by a majority vote Of its directors,
or a vote OF three-fourths Of its stock, at
any regular or special meeting OF its share
holders voluntarily 60 into liquidation; pro
vided, that the public examiner shall CON
sent in writing thereto. Notice of such action
sent OF the public xaminer shall be mailed
to each stakeholder of such corporation. at
his last recorded address; and thereupon such
may adopt such methods and measures as may
be lawful, equitable and just for the winding
up OF its affairs. subject to the direction and
the methods SO adopted shall, as nearly as
may be. conform to the original plans and
objects OF such corporation; provided, also, that
be approved by the public examiner before
being SO adopted by such corporation; and it
further provided, that II it shall appear
to be for the best interests Of such corpora
ton, the board Of directors may change the
plan of loans to q definite time or times of
at a rate of interest not exceeding
the legal contract rate per annun, or may
sell or hypothecate any or all Of its mort
cages for cash, at such times and on such
terms Of settlement as may appear to the best
OF such corporation.
Any such corporation in course OF liquida-
tion shall have authority to consolidate with
aAy otier corporation organized foT the same
upon such terms as may be agreed
upon and authorized by the board Of direct
ors OF the respective corporations. the major
transfer to such consolidated corporation It's
entire assets, subject to existing liabilities.
All expenses OF such liquidation, whether
OF officers, employees and directors,
shall be. paid from the funds belonging to
such corporation, subject to the approval Of
provided for in section thirty 800 Of this act.
AND II such corporation shall have been Or
ganized under the laws of any other state
his statement In. writing with the attorney
general, setting forth the facts or particulars
in which said alleged violation or refusal
evidence of such violation or refusal; and
said attorney general shall, upon receiving
communication. II. in his Judgment the
such action, give notice to such corporation
it is no longer authorized to do business
In this state. by depositing such notice In the
properly sealed and stamped, ad-
to said corporation, at its principal
office 9f in the state where INCORPORATED. and
amy right In this state. and said notice may
be published in the same manner as provided
in section fourteen Of this act
Tor the winding up and liquidation Of the
affairs of corporations governed by this act
shall be exclusive OF any remedies provided
to general corporations.
Sec. p. All officers OF any building and
Lean association governed by this act and
dorse checks or handle any funds OF such
association, shall give such bonds or fidelity
for the faithful performance Of their
and no such officer shall be deemed to be
qualified to enter upon the duties of his Office
Until his bond is approved by the board of
such bond shall be filed: provided, that
the public examiner may require OF any
aas9o' 5dnG ~: at any time. such increase Of
such increase Of said insurance as he may
deem necessary for the protection of the mem
bers. The penalty for the failure Of any
bonds or policy as required by the provisions
OF this section. shall be q fine of ona hundred
goo dollars for each day such association
due under the provisions OF this act. Said
bond or policy shall be held in trust for the
benefit and protection of the members OF such
member whenever the cause Of action sl,ail
accrue thereon, $4,000
Sec: r. Tho name Building and Loan AS
all corporations. societies, organizations or as
sociattons doing a saving and loan or invest
ment business ON the building society plan,
suing certificates OF stock, which mature at
a fixed time in advance or not.
Sec: -. Any officer, director, or agent of
any foreign building and loan association, or
any other person whatever. who shall in this
state solicit subscriptions for the stock Of
such association, or who shall sell or issue
or knowingly cause to be sold, or issue, to a
resident OF this state any stock of such as
while such association shall not have
had the. certificate OF the public xamine au-
Il to do business in this state as
herein described, or has not deposited as re-
CURED by this act, securities of the value,
and at the times herein prescribed, or before
such association has complied with all the
provisions of this act. or when said associa-
ton shall have been notified and required to
discontinue business in this state as herein
before provided, shall be guilty Of a misde-
1neanor, and upon conviction thereof, shall be
by a fine Of not less than one hun
dreds QUO dollars or more than five hum
dred 5000 dollars or by imprisonment OF not
Less than ten QO days, nor more than six
49, months, or both such fine and Imprisonment
in the discretion Of the court.
Sec. "a. Any officer, director. or agent of
any building and loan association Incorporated
the laws of this state, or any other
person whatever, who shall sell or issue or