Year: 1868

the treasurer or secretary lnereOI COntalnlHB
the names of all persons alphabetically arrang-
ed, who are or shall have been within three
years, stockholders of said corporation, and
showing their places of residence, the number of
shares held by them respectively, and the time
when they respectively became the owners of
such shares, which book shall during the usual
business hours of every business day be open
for the inspection of stockholders or creditors
of the corporation at the principal office OF the
said corporation in this State; and every OH
Ger or agent of any such corporation who shall
neglect or refuse to exhibit the same, shall be
deemed guilty of misdemeanor, and the cor
poration shall forfeit and pay to the party in-
jured, penalty of fifty dollars for every such
neglect or refusal, and all the damages result
ing therefrom to be recovered in an action OF
debt before Justice Of the Peace.


Sec. g. And be it enacted, That it shall be
the duty of every corporation formed, and un-
der this Article having a capital stock, to cause
to be made in the first week in January and
July in each and every year full and particu-
lar statement of the affairs of said company,
verified by the oaths or afirmations OF its Pre-
sident and Treasurer or chief finance officer,
which statement shall consist of a particular
account of its assets and liabilities in minute
details calculated to the time of making up the
statement as aforesaid; each of the said state
ments so made up shall be recorded in book
kept in the principal Office of the said corpora
ton in this State.


Sec. 60. And be it enacted, That any corpo-
ration formed under this Article, or under the
General Laws of this State, or under any spe-
cial law, and having capital stock, may IN
crease diminish the same to any amount that
may be deemed sufficient and proper for the
purposes of the corporation by complying with
the provisions of the following sections; but
every corporation incorporated under any spe-
cial law which shall so increase or diminish its
capital stock, shall remain subject in other par
ticulars to all the limitations contained in its
charter, or in any supplement thereto, and eve
ry corporation incorporated under the General
Laws of this State or under this article, which
shall so diminish or increase its stock, shall re-
main subject in other particulars to the provl-
sions of this article.


Sec 70. And be it enacted, That before any
corporation shall be entitled to diminish the
amount of its capital stock under the provisions
of the last preceding section, if the amount OF
its debts and liabilities shall exceed the amount
of the capital to which it is proposed to be re-
duced, such amount of debts and liabilities
shall be satisfied and reduced so as not to ex-
ceed such diminished amount of capital.


/ Sec. Il. And be it enacted. That whenever
any corporation shall desire to call a meeting
of the stockholders for the purpose of increas.
ing or diminishing the amount Of its capital
stock, the Directors, Managers or Trustees shall
I publish notice, signed by at least majority
of them, in a newspaper published in the coun.
ty or counties, or city where the principal OF.
fee of said corporation is located, if any shall
be published therein for at least four successive
weeks, and shall send or deposit a written oi
printed copy thereof in the post Office; address
ed to each stockholder or member of such cor.
poration, at his usual place of residence, al
least three successive weeks previous to the day
fixed for holding such meeting the said notice
shall specify the object of the meeting, the time
and place where such meeting shall be held,
and the amount to which it shall be proposed
to increase or diminish the capital.


Sec. u. And be it enacted, That if at any
time and place specified in said notice, stock
holders shall appear in person or by proxy in
number representing not less than two-thirds
of all the shares of stock of the corporation, the
said stockholders or the said numbers, as the
case may be, shall organize by choosing one ol
the Trustees, Directors or Managers chairman
of the meeting, and also suitable person fol
secretary, and proceed to a vote of those pres
ent in person or by proxy, and the vote of at
least two-thirds of all the shares of stock shall
be necessary to an increase or diminution of the
amount of it's capital stock.


Sec. 73. And be it enacted, That if ON can
vassing the votes it shall appear that sufficient
|
creasing or diminishing the amount of capital
of said corporation, certificate of the proceed
ing showing compliance herewith, the amount
of capital actually paid in, and the amount to
which the capital stock shall be increased or
diminished, shall be made out and signed by
the chairman, and such certificate shall be
sworn to by the President and recorded in the
office of the Clerk of the Superior Court of Bal
timore city, if the principal office of said cor
alo11 H. - s%,% o{4s
ce of the Clerk of the Circuit Court Of that
county in which said principal offceis located.


Sec: IA. And be it enacted, That any corpo-
ration heretofore formed under the general laws
of this State, or under any special act for any
purpose for which a corporation may be formed
under this article, may cause itself to be incor-
porated under this article; provided, the Di-
rectors, Managers or Trustees thereof give no.
| tiee to the stockholders of said corporation,
give notice to the stockholders thereof required
by the seventy-frst section of this article, con-
tanning the particulars therein set forth in the
manner therein provided; and provided that
at the meeting called in pursuance of such no.
tice, or at any adjourned meeting, there be
present stockholders representing in person OF
by proxy not less than two-thirds of all the
shares of the stock of the said corporation, and
the meeting be organized in the manner pre-
scribed in the -seventy-second section of this
article.


Sec IS. And be it enacted, That if at such
meeting or any adjourned meeting of said stock
| holders sufficient number of votes as afore.
said shall be given in favor of causing said cor.
poration to be incorporated under this article
then the said meeting or any adjourned meet.
ing representing as aforesaid two-thirds of all
the shares of the said stock, shall determine the
number Of shares into which the capital stock
of the new company shall be divided, and the
rule of the apportionment thereof, and the per-
son who shall be entitled to hold the same, and
also the name by which said new corporation
shall be known, and certificate shall be made
out and signed by the President of said meet.
ing, showing the compliance by said corpora
tlon, and by the said meeting of stockholders
with the requirements of this article in that be-
half, and the said certificate shall also show the
proposed name of the new corporation which
shall always include the name of the county or
city in which 1t may be formed, the former
name of said corporation, the objects or pur-
poses for which the new corporation is sought,
the term of its existence not to exceed forty
years, and the articles, conditions and provis-
ions under which the incorporation is formed,
the place or places of business where the occu-
pations of the corporation are to be carried on,
and the place in this State in which the prlnci-
pal office of the corporation will be located, the
amount of the capital stock of the corporation,
the number of shares, and the amount of each
share, and the number of Trustees, Directors or