The semi-weekly messenger. [volume] (Wilmington, N.C.) 1897-1908, 1904-05-06

day. That the sums due as herein |
before specifically set forth were for
obligations incurred prior to the dates
specified and prior 10 b filing OF this
BILL That at the time specified, to-wit.
on Or abou the 4th day OF March, 1904,
the company a on hand cash to the
amount of $1.376.34 and no other avail
able funds. That your orator is in
formed and SO alleges the said defend
ant has not now and did not
have at the date specified any current
collateral by or upon which money
could be borrowed to settle the account
due rs h~ereinbefore alleged. That in
addition to the said sums hereinbefore
specified, your orator further alleges
that he is Informed and believes and 50
alleges that the defendant company had
outstanding notes to the National Bank
OF New Bern, North Carolina, for loans
TO the amount of 81. 900 due and pay
able on the - day OF -; notes to
the Citizens Bank of New Bern, y. c.,
for cams TO the amount of s14. 900 due
and payable on the - day of -;
notes to j. ]. Wolfenden for wood land
10 the o OF 1881 due and payable
on the - day of - and notes to
Hardie-Tyne Manufacturing Company
for the electric light plant at the At
lantic Hotel for s1,579 due and paya-
bic Oh the - day of -; notes &c J.
H. blackburn for rea estate for e. o85
due and payable On the - day Of -.
Ninth (b). And your orator is in
formed and believes and so alleges hat
the said notes were made without au-
thority of the board of directors as
required by the bylaws. Following
are some of the requirements under the
head of directors:
% Section s of the defendants char
ter prescribed as directors all persons
who are not stockholders, in the fol-
lowing words: No one shall serve as
director who is not a stockholder," Inc
by section 3, amendment to the Char
ter, Session Of the legislature of North
Carolina, 1S54-5, mo one but a stock
holder of at least five shares shall serve
as a director and yet upon the board
of directors appears the name Of w.
H. Basley, Of Wake county, and the
said Bagley does not appear in the
presidents repor of September 23th,
1903, as being among the stockholders.
a full list of which seems to be given
therein.
(2) That as appears in the above by
laws, section 3, the board of directors
is required to meet at least once in two
months. That they nave failed to meet
as required, nor does it appear that
they have had any regular meetings
ASAOi thO osllICo
affairs of the company. Section 4 re-
Quires that the board of directors
shall keep a record of their proceed
ings and ascertain and define the du-
ties of officers, clerks and servants Of
h company, n direct them in the
performance thereof. That no such
record has been kept, so far as it ap-
pears, the directors having wholly
failed and neglected to perform such
duties.
90 That many of the employees, sta
ton agents and others, have failed to
make proper returns and account for
the moneys of the company received
by them, and yet no action whatever
So far as appears has been taken
thereon.
0 That the president of the COM
pany, without authority and in VIOLA
ton of the bylaws, caused the name
of the defendant company to be af-
fixed as surety upon the bond Of one
OF the contractors to indimnify private
parties against loss, and also advanced
the funds of the ompan to buy out
fit and pay the emplcyes of said CON
tractor, n paid for putting in side
tracks on a competing railroads line
Without authority. all of which is ultra
wires, all without security, thus using
the funds of the defendant company In
behalf of private parties and to the
detriment of the company.
60 That in violation OF section s Of
the bylaws, prescribing the duties OF
the directors, the president of the COM
pany employed Charles NJ. Busbee,
one of it's directors, as attorney for the
and compensated the said
Charles NJ. Busbee for his services, as
attorney.
Co. Section 1, under the head ::
president and the last clause Of
section 4, are as follows:
81. The president shall be elected an
nually by ballot, by a majority of the
whoie board of directors. and out =
their number, and shall receive as COM
pensation for his services an annua!
salary of $1,000 over and above his
necessary travelling xpense incurred
by order OF the board of directors, OH
business of the company"
II. The president of this
shall receive a salary al the rate o.
$3.50 per annum, to be paid monthly,
and the secretary and treasurer a sal
airy at the rate Of 81 1000 per annum, to
be paid monthly, until the further ac-
ton Of the stockholders CT this con-
pany."
But your orator is informed and be-
lieves that Notwithstanding such by
laws, the president paid, or caused to
be paid, to himself a salary equal to
the sum Of twenty-five hundred dol
lars per annum.
ca Section 4 of the bylaws, under
heading, Meetings of stockholders" is
as follows:
a. AT every general annual meeting
seven stockholders shall De elected by
the stockholders who shall constitute
a committee to verify proxies at the
ensuing meeting. and 1t shall De the
| duty Of the secretary to prepare for the
use of such committee an alphabetical
list of the stockholders entitled to vote
and the number of shares held by each.
as also the number of votes TO which
| each may be entitled"
notwithstanding the bylaw provides
! that seven stockholders shall consti-
tute a committee to verify proxies, a
| committee consisting Of thirty-four
| persons, eight of whom, as your orator
is informed and believes. were no