Burlington weekly free press. [volume] (Burlington, Vt.) 1866-1928, 1917-04-25


OF the acts of 1915, (Sec. ss7s of the
General Laws, as proposed) ali rights,
title and interest OF each church or re-
ligious or ecclesiastical corporation or
society signing such articles of associa-
ton shall vest in such new corporation.
Sec. 8. This act shall take effect
from its passage.
Approved April S, 1917.
NO. 141.
IAN ACT TO AMEND THE CEN
ERAL CORPORATION LAW.
1t is hereby enacted by the General
Assembly Of the State of Vermont:
Section I. Section 22 of No. I4I of
the acts of 1915 (Scc. 4SI3 Of the Cen
cral Laws, as proposed) is hereby
amended so as to read as follows:
this state and having a capital stock
tured may, subject to the rights Of
stock of other corporations or other
franchises. To arv other cornoratior.
FOREIGN or domestic. having power
under the laws of this State. TO
acouirc such assets. or like assets. or
NAV consolidate with. merge into or
acquire bv merger anv other corporation
orpanizcd under the laws of this state.
and doing business similar to or which,
under the laws of this state, NAV prop
crlv bc combined with the business of
said first named corporation and carried
on bv single corporation. The aggrc-
gate amount of the capital stock, bonds
! and other Indebtedness of any corpora
ton resulting from any such consolida-
ton or merger shall not exceed the COM
/ bincd capital stock. bonds and other in
dcbtedness of the original corporations.
! Such sale. lease, consolidation or merger
shall first be authorized by such vote
| of the stockholders of both corporations
as is provided in the articles of associa-
ton. or. if there is no provision in the
articles then BY the vote at a meeting
called for the purpose after twenty
davs' notice. Of the holders of two-thirds
of the outstanding stock. of both cor
porations or. il the stock is divided into
classes bv the vote of the holders OF
ltvo-th;rdS Of each class Of OUTSTANDING
stock entitled to vote II stock Of an,
other corporation is received in full or
mart nayn,crt ali Of such stock must he
disposed Of within two wears from the
time il was acquired Failure to make
such disnos,tion shall be a cause for the
dissolution OF the CORPORATION under the
Iprovisions of section Al. Anv corpora-
tion organized under the laws Of this
state having can;tal stock and unable
TO meet it's liabilities then matured NAV
subject 10 the rights of creditors. 60 sell
Tor lease all its assets. including its fran
lch;scs Nv the vote in meeting assemble
of the holders Of a majority Of stock rem
resented at such meeting and entitled to
vote cornorat;on resulting from any
such consolidation. or merger. in add.
ton to the general powers of such cor
,poration. shall possess and cnioy all the
rights. privileges. powers franchises
in1n,,,nities. cxemntions and benefits nj
each of the original corporations and ali
property. rights. privileges. powers
franchises in1m,1nities. cxemntions aut
benefits. claims and demands. and all ant
every other right and interest of tho
original CORPORATIONS shall belong there.
after as effectively to the CORPORATION re.
sulting from such consolidation or MGR
ger. as they did to the several origina
CORPORATIONS. and the title to any rea
estate. whether bv decd or otherwise
under the laws Of this state vested il
anv of said corporations. shall not rcvcr
or be in anv wav impaired bv reason o.
this act and all RIGHTS of creditors ant
liens upon the property of said oricina
corporations shall be preserved unim
ipaircd and all debts. liabilities and dr.
tics Of said original corporations shall
thenceforth attach TO said resulting q,
successor corporation and NAV he en-
forced against it to the same extent a,
IN thcv had been incurred or contracte(
Inv if
The contract Of consolidation or mer
ger. or the instrument of convcvanc,
Tor lease. or dunlicatc ORIGINAL there
OF. or a cow div certified by the clcrk
secretary or other like Officer NJ the re-
sultinp or successor cornoration' shall
he filed in the Office ri the secretary ~
state of this state and such contract n
. other instrument or dunl;catc orioina
thereof shall. e the same affects t;tIe :,
any real estate in this state. he recordct
in accordance with the reo,,;rements n
existing law as to records of instrument
. affecting title 70 real estate iJnon mai.
ING and nerfect;ng the sa;d ,gree,,ert -
act of merger mr. consoI;dat;on and i;i;n,
the same in the Office of The secret,r,
. OF state. the several cornor.t;ors nart;e
, thereto. shall thereunon he IN. cornors
, tion