Fergus County argus. [volume] (Lewistown, Mont.) 1886-1946, 1905-04-05
THEPOWERSOF
CORPORATIONS
Text Of the important Law Enacted
at the Last Session Of the Mon.
tana legislature.
PROTECTION OF STOCKHOLDERS
The sale Of Stock and Property
Meetings Of Stockholders
praisement and Awards.

praisement and Awards.
An act to enlarge the powers of
corporations as to disposing of or
selling their property, and to author
lie and empower corporations to dis
pose of, or sell the whole or any part
of their property and to protect the
stockholders dissenting from such &C
ton.
Section l. That the board of direc-
tors or trustees of any stock corpora
ton organized under the laws of eth
er the territory or state OF Montana,
whether before or after the passage
of this act and whether the same is
solvent or insolvent, or whether it is
going or prosperous concern or 9TH
erwise, shall have power, and upon
request of stockholders of the corpor-
alton representing at least one-half
of the outstanding capital stock, and
of record on the books of the COM
pany, it shall be their duty to call,
by resolution, meeting of the stock
holders of such corporation. appearing
as such upon the books of the corpor-
alton, for the purpose of considering
the question of selling or disposing
of the whole or any part of the prop
erty and assets of every kind and de-
scription of such corporation. Such
meeting shall be held at the principal
Office or place of business of such cor
poration, and at least 30 days previous
notice of the time and place of such
meeting shall be given to each per-
son who appears as a stakeholder up
on the books of the corporation. the
secretary of the corporation shall
make out and deposit in the United
States postoffice, postage paid, a no
tice of such meeting, directed to eacn
stakeholder of record of the corpora.
ton by his name and to his place OF
residence appearing on said records,
and shall make and file his ah1davlt
of such deposit. Such notice shall
he considered as given upon the depos'
it of the same in the postoffice. as
above required, and it shall state the
time and place of meeting and that
the meeting is to consider and decide
upon the question of dlsposing OF, OF
selling. the whole or any part OF tue
property of said corporation. II sucn
meeting is called for the purpose Oh
selling,or disposing Of the whole OF
the nroperty of the corporation, the
notice shall so state, but it 1t is fol
the purpose of selling or otherwise
disposing of only a part of the prop
ertv of the corporation, the notice
shall so state and describe generall!
what part it is. A similar notice sna!
also be published at least once Weet
for at least four successive weeks pre-
ce,ding the day of the stockholders
meeting. in some newspaper OF gener
al circulation, published at or neal
the office or principal place OF busl
ness of such corporation, or II there
is no newspaper published In sale
place. then the nearest place thereto
where a newspaper is published, ant
said publication shall We proved D!
AFFIDAVIT of the publisher or clerk o
such newspaper, filed with the secre
tary of such corporation. Upon tn
day appointed for said meeting, l
stockholders representing at leas
two-thirds of the whole number Q
shares Of the capital stock OF III
corporation then outstanding and Q
record on the books of the compan
appear in person or by agents or proa
les filed with the secretary, the stocf
holders shall organize by electlng on
of their number chairman ana SON
suitable person, secretary. ~.
Thereupon, any proposition, lot Ill
sale or disposition of the whole Q
any part of the property or assets
the corporation, of every kind or az
scription, may be considered and &C
ed upon by said meeting, and In stoci
holders representing at least tWs
thirds of the whole number OF snare
of the capital stock of said corpors
tion then outstanding, and OF recor
on the books of the company, appea
ing at said meeting in person. or
agents or proxies as above provloe'
vote in favor of any such proposltlo'
whether proposed by the directors
trustees or not, as the stockholde1
NAV see fit, which proposition sna
he in the form of a resolution speci1
ing the particulars thereof. and ente
ed on the minutes of said stockhol
ers' meeting, the said proposition
resolution shall be taken and adopte
as the act of the corporation and sna
be carried out as such and snail
approved and adopted by the 0oal
If directors or trustees. The seer
tary of such meeting shall enter u
m the minutes of said stockholder
meeting the number of shares We
ed for or against the proposition
resolution, and by whom voted al
stockholders voting against SAID pro
osition or resolution shall be taken
dissenting therefrom. Upon the ado
ton of any proposition or resolutl,
such as above referred to, oy u
stockholders meeting, the secreta
of the meeting shall make out u
and complete copy of the minutes
the stockholders meeting, which SUI
he signed by the chairman OF su
meeting and attested by said sec
tary and verified by them and acknos
edged as required in the case OF I
conveyance of real estate, and s 81.
file the same for record in the OH
Of the county clerk and recorder OF a
othor counties wherein any OF the r.