Election of officers. OF CORPORATIONS. ARTICLE V. At the meeting provided for in the next preceding section, there shall be elected the Board of managers Opening of and the secretary; and (in case the company choose to have subscription on use a capital,) books shall be opened to allow the persons books. present to subscribe to the stock, which shall be divided into shares of ten dollars each, and be personal property, and transferable according to such rules as shall be presented by the company's by-laws. Shares. Powers. Powers respecting real estate. Corporate seal. Annual meetings. Other meetings. How given. ARTICLE VI.-All the business of the company shall be managed by the said board, and their powers shall include all the usual and necessary powers of like boards for similar purposes; and effectually to accomplish the objects aimed at in the creation of this company, it shall have all the usual and ordinary powers of a corporation aggregate for the attainment thereof, but no other powers whatever. ARTICLE VII.-The company shall have power to purchase or lease, and hold and transfer all such real estate as may be necessary to enable it to conduct and carry on its operations, or business. ARTICLE VIII.-It shall also have power to use a common seal to authenticate all its official acts, and the same to change or renew at pleasure; and to make all such by-laws for the convenient transaction of its business, not in conflict with the constitution and laws of this State or of the United States, as it may choose to adopt. ARTICLE IX.-The company shall hold an annual meeting for the election of officers, and the transaction of any other business, on the first Monday of March in any year hereafter. And other meetings may be held at such other time as may be deemed necessary by the board of managers. Five days preall meetings, vious notice of all meetings shall be given by public advertisement, signed by the president, and posted in three of the 'most public places in the neighborhood of the place of business or of the operation of the company, which notices and all notices of meetings, shall state the day, place and hour, when and where they will be held, and also a general account of the business to be transacted at them. Shall state what. Form of charter for Building and Loan Associations. Corporate name. (FORM NO. 4.) (Form of incorporation for building and loan associations.) ARTICLE 1.-This association shall be called (here give the name.) OF CORPORATIONS. Board to elect a Presi other ARTICLE II.-Its business shall be conducted by a board of Board of Directors composed of nine stockholders, who shall be elected directors. as follows: On the third Saturday of January or July in any How elected. year, including the present year, three directors for one year, three for two years, and three for three years, shall be voted for by a majority of votes; The board thus elected, shall, at the January or July meeting (as the case may be) next follow-dent and ing such election, elect, by a majority of votes, a president officers. and vice president, who shall be of their own number, and a treasurer and secretary, who shall be stockholders, and not Qualificamembers of the board of directors. In all meetings of the board, a majority shall form a quorum. The board shall have Vacancies. the power to fill vacancies that may occur in their own body during the year. In case of failure to elect directors in any year, the corporation shall not therefore be dissolved, but the tors, not to board then in office, and the other officers theretofore chosen corporation. by them, shall be continued until successors to them be duly chosen. tions. Quorum. Failure to elect direc dissolve objects. ARTICLE III.-The object of the corporation shall be, the ac- Corporate cumulation of a fund from monthly contributions and fines, premiums and loans, and from the purchase and sale of real estate, and the profits in the erection and construction of buildings, and interest on investments, for the benefit of the members; and they, and their successors and assigns, shall be able Corporate and capable in law to sue and be sued,and have all the rights, privileges and immunities of a corporation aggregate, within the scope and intent of the object of its creation and not beyond, and it may have and use a common seal, and change or Corporate renew the same at pleasure. powers. seal. Proviso. ARTICLE IV.--It shall also have power to purchase,hold, and, Powers from time to time, to dispose of real and personal property of realestate. any kind whatever, provided, the same shall not exceed in value the sum of dollars To make by-laws By-Laws. for its government, not repugnant to the constitution and laws of this State or of the United States, and the same to alter, change or repeal at pleasure. stock. ARTICLE V. The capital stock of the corporation shall not Capital exceed four hundred thousand dollars, divided into shares of dollars each; which shall be personal Shares. property, and be certified and assigned as may be provided by the by-laws; and no one party shall hold more shares than Restriction. The corporation shall have power to sell its accumulated funds among the stockholders, at what- Sell accumuever premium can be obtained for the same. lated funds at a premium. Officers. Business. May enter upon lands and make ditches. Shall first apply to Court for ap ers to view lands and determine benefits. Shall make return to recorder, with a survey of proposed ditches. OF CORPORATIONS. (FORM NO. 5.) (Form of incorporation for the drainage of low lands.) ARTICLE I.-This company shall be called the (full name) county. ARTICLE II.-Its officers shall be five managers, and a treasurer who shall be secretary also. ARTICLE III.-The business of the company shall be the ditching, draining and bringing into cultivation the low lands lying upon (Here describe them generally.) ARTICLE IV. For the purpose of such reclamation, the company shall have power to enter upon any lands that, in the opinion of the managers, will be benefited by the operations to be performed by the company, and with their workmen, laborers, teams, etc., cut and make, and when made, from time to time, to clear out and scour, all such ditches or drains as, in the opinion of such managers, shall be necessary for effectually draining and reclaiming the said lands. ARTICLE V. Before taking any steps, however, to accomSuperior plish the ends of its incorporation, the said company shall pointment of apply to the Superior Court for the appointment of commiscommission- sioners to go upon the lands, through, along, or across which the ditches of the company are proposed to be cut, and view the same and determine whether any or which of them will be benefited by the same, and to make a return of their proceeding in the premises, to the recorder, with a survey of the proposed ditches, showing their course, and the lands, by general designation, through, along, or across which they will run and . to be benefited thereby, and the probable cost of making the improvements. They shall also return a valuation of the several parcels of land to be benefited by such improvements. Should there be upon the line of the company's works any lands through, along or across which the ditches are to be made that will be injured by the making of them, they shall estimate such damage, in money, and the same shall be paid to the owner, or in case of his refusal to receive it, or absence from the State or inability by reason of legal disability, it Deposited in shall be deposited to his credit in the Farmer's Bank, before the bank, when. company shall have any right to construct or make their What to show. Estimate damages, when. *So enrolled. OF CORPORATIONS. clusive. one de for same. Oath of com works through such land. The return of the commissioners Return conshall be final and conclusive upon all parties, and shall be the Basis of basis upon which the taxes of the company are to be laid. taxation It shall continue until a majority of the taxables demand a new until new one, proceedings for which shall be taken in the said court by manded. petition, and the prayer of the petition granted, if, in the Proceedings opinion of the court, such new valuation is proper to be made at the time. Before any commissioners appointed under this article proceed to act, they shall be sworn or affirmed before a missioners. justice of the peace, to perform the duties of their appointment Certified, with fidelity, which qualification must be certified upon their how. return. When record is made of the return, the original shall Original be delivered over to the company, and it, or the record or an delivered to office copy of the latter, shall be evidence. The commissioners company shall each be paid by the company, two dollars for each day recorded. employed by them under this act, and the surveyor, for his Compensasurvey and plot, (including fee of one dollar and fifty cents each tion, how per day to the chain carriers) such sum as the commissioners and when may deem just; and this money shall be paid before the commissioners shall be required to make any return. The record- Recorder's er's fee shall also be paid to him at the time of the delivery over by him of the said return. return to be Evidence. paid. fee. Annual when. officers. each acre. ARTICLE VI.-The company shall hold an annual meeting meeting, on the day of in each year, and elect by ballot, each owner being entitled to one vote for every acre of land Election of owned by him and taxable by the company. Five managers One vote for and one treasurer, who shall be secretary as aforesaid, and such other officers as may be deemed necessary for the conduct of its business, who shall serve for a year, and afterward until successors shall be chosen, which successors, if not chosen at any annual meeting, may be chosen at a meeting to be called by the treasurer. Terms. First given. Subsequent ARTICLE VII.-Notice of the first meeting to be held under meeting. this act may be given by five advertisements signed by any Notice, how member of the company or person whose lands are to be affected by the company's works, and posted at the most public places in the neighborhood of the lands to be ditched, at notice least ten days before such meeting. All subsequent notices of meetings. meetings shall be signed by the treasurer or one of the man- Failure to agers; a failure to hold an annual meeting shall not work a meeting, dissolution of the company. hold annual to dissolve company. fund to be AKTICLE VIII.-Whatever money the company may find Necessary it necessary to raise, for cutting the ditches, (including the ex- raised by penses contemplated by the fifth article,) and for keeping the taxation. same open and in repair, shall, from time to time, as the exi How levied. Meeting to ments. ation final. OF CORPORATIONS. gency may require, be collected by taxation of the owners, according to the nature of their property to be benefited; to provide for which, the managers shall make an estimate of the money to be raised, and apportion it among the said owners, and they shall at once give notice, under their hands, of a consider ap- meeting of the said owners, to be held at some convenient portionplace to consider the said apportionment. At said meeting any owner shall have the right to be present and object to the Proceedings. justice of the same, in his case. The managers shall, at the close of the meeting, (which shall be kept open three hours,) reconsider their apportionment, and alter the same if they deem Reconsider it expedient so to do. Such reconsideration shall be final, and then they shall make a copy of the apportionment under their hands, and deliver the same to the treasurer, and when the company orders money to be collected for its necessary Warrant to purposes, the treasurer shall, upon receiving their warrant in writing, proceed to collect the same from the respective owners, according to such apportionment, and for that purpose shall have all the powers of a collector of county taxes. The apportionment shall have duration for the same time as Duration of the valuation by the commissioners, and taxes may, from time to time, be collected according to it, as the needs of the company may require. Orders for collection, however, only to be valid when made by the company at an annual meeting. treasurer. Collection powers. apportion ment. Orders for collection, when valid. Corporate powers. Seal. By-laws. General powers. Private owners of connect with members. On what terms. ARTICLE IX.-The company shall have power to have and use a common seal, to evidence its acts, to sue and be sued as other corporations, to make and establish by-laws for it own government, provided the same be not in conflict with the constitution and laws of this State, or of the United States; and generally, all the powers of a corporation aggregate, which shall be strictly necessary for the management of its own business, and none others. ARTICLE X.-In the case of private owners of a ditch or ditches may ditches not within the company's limits, but the waters colworks of the lected in which can be discharged into the ditches of the company company, with benefit to the owners composing said company, such private owners may be allowed to connect with the works of the company, on such terms as the latter may prescribe, and may thenceforth become constituent members Their rights. Of said company, with the rights of such members, and subLiabilities. ject, as to themselves and their land drained by such private ditch or ditches, to all the burdens and responsibilities of other members or owners; and the managers shall at once add their lands to the other lands within the company's operations, and apportion their share of the taxes among them, as provided in article VIII, with respect to original owners. |