Daily Kennebec journal. [microfilm reel] (Augusta, Me.) 1870-1975, 1923-04-11

property OF the association In accord
ance with such general rule or rules.
This provision or paragraph of the
certificate of organization shall not
be altered. amended. or replaced eX-
cept by the written consent or vote
h) il organized with Capita,
stock, the amount Of such stock. the
number Of shares into which 1t is
divided and the par value thereof.
into preferred and common stock. If
SO divided, the certificate OF organiza-
tion shall contain statement OF the
number OF shares Of stock to which
preference is granted. the. number of
shares of stock to which no pref
erence is granted, and the nature and
definite extent OF the preference and
pr,XiIeges granted to each.
The certificate shall be subscribed
by the president and a majority of
the directors and acknowledged by
one OF them before an officer author
,zed by law to take and certify ac-
be filed In accordance with the pro-
visions OF the general corporation
law: and when so filed the said Ger
t t,ncat ,so OF organization. or certified
the courts Of this state as prima facie
evidence OF the facts contained
therein and Of the due incorporation
shall also Ne filed with the com
| Sec. s. The certificate Of organ
ization may be altered or amended
An amendment must first be APP
proved by two-thirds of the directors
and adopted by a vote representing
the association. Amendments to the
| certificate of organization. when so
! adopted. shall be filed in accordance
with the provisions of the general
Sec. .. Each association incor-
porated under this act shall within
thirty days after its organization.
adopt for its government and man
| inconsistent with the powers granted
| by this act. A majority vote of the
| members or stockholders. or their
written assent. is necessary to adopt
under its bylaws. may provide for
any or all of the following matters:
ta) The time. place and manner of
calling and conducting its meetings.
| OBJ The number of stockholders or
members constituting q quorum.
| (cl The right of members or stock
| holders to vote by proxy or by mail
| or both; and the conditions. manner.
| form, and effect of such votes.
td) The number OF directors con-
| shutting | quorum.
! (e) The qualifications. compcnsa-
ton. duties and term of ONCE of
1
election and the mode and manner
of giving notice thereof.
90 Reasonable penalties for vi
| olations of the bylaws.
go The amount of entrance. or
ganizatioa and membership fees. IL
any: the manner and method of
collection Of ' the sam, same end the pnr-
(h) The amount which each mem
Der or stakeholder shall he required
to pay annually or from time to
time. il at all, to carry on the bust
ness of the association; the charges,
! If any. 10 be paid by each member
or stakeholder for services rendered
| by the association to him and the
time of payment and manner of &c
| lection; and the marketing contract
between the association and its
! members or stockholders, which
every member or stakeholder may
be required to sign. .,,s.,o.
.D The number and qualifcatl ion
of members or stockholders of the
association and the conditions pre-
cedent to membership or ownership
and manner of permitting members
to withdraw or the holders of com
mon stock to transfer their stock;
the manner of assignment and trans,
of the shares of common stock; the
conditions upon which and time
when membership of any member
shall cease: the automatic suspen-
sion of the rights of member when
he ceases to be eligible to member
ship in the association; the mode:
manner and effect of the expulsion OF
member: the manner determining
the value Of a members interest and
provision for it's purchase by the as
ISOLATION upon the death or Win
drawal of a member or stockholder,
or upon the expulsion Of member
or forfeiture of his membership, or.
at the option of the association. the
purchase at a price fixed by con
elusive appraisal by the board OF
directors. In case of the withdraw,
or expulsion of q member. the board
of directors shall eauitably and com
clusively appraise his property m
amount thereof in money. which
shall be paid to him within one year
after such expulsion or withdrawal.
Sec 10. In its bylaws, each assoc
| citation shall provide for one or more
regular meetings annually: INC
board Of directors shall have the
right to call a special meeting at
any time: and not less than ten per
| cent of the members or stockholders
NAV file petition stating the spe-
cific business to he brought before
the association and demand specla |
meeting at any tn time ea,s Snc nv the DE-
rectors. Notice of each meeting.
together with a statement OF the
purposes thereof shall be malied 70
each member at least ten, days prior
to the meeting: provided. however
that the bylaws may require instead
that such notice may be given by
publication in newspaper OF gen
principal place of business Of the
association.
Sec. II. The business OF the as
ISOLATION shall be managed by
board OF not less than five directors,
| elected by the members or stock
holders from their own number. me
bylaws may provide that the terri
tory in which the association has
members shall be divided into DIS
! elected according. to such districts,
either directly or by district delegates
elected by the members in that dls-
| trict. and in such case the bylaws
| shall specify the number of directors
to be elected by each district. and the
manner and method of reapportioning
the directors and of redistricting the
territory covered by the association.
mary elections shall be held in each
| district, to elect the directors APP
| portioned to such districts. and that
the result OF all such primary cleo
| tions may be ratified by the next
regular meeting of the association or
may be deemed the act of the associa-
ton. The bylaws may provide that
one or more directors may be ap-
pointed by any public official or com
mission or by the other directors
selected by the members or their
delegates: such directors shall rep
resent primarily the interest of the
and need not be members or stock
holders of the association: but shall
have the same powers and rights as
other directors. Such directors shall
not number more than One-hfth OF
the entire number of directors
An association may provide fair
remuneration for the time actually
spent by it's officers and directors in
Il far tnn ,f t1n