for the right of precedence in taking loans, as the corporation, by its by-laws, shall adopt; also to acquire, hold, encumber, and convey all such real estate and personal property as may be legitimately pledged to it on such loans, or may otherwise be transferred to it in the due course of its business; Provided, That the dues, fines, and premiums so paid by members of such corporation, although in excess of twelve per cent per annum, on loans taken by them, shall not be construed to make the loans so taken usurious; And provided, also, That no person shall hold more than ten shares in any such association in his own right, each share not to exceed two hundred dollars.

360. All stockholders of any such association shall be deemed and held liable to any amount equal to their stock subscribed, or by them at any time held in addition to said stock, for the purpose of securing the creditors of said association.

361. All contracts and loans made by any corporation or association already formed and now in existence in this state, under and by virtue of said chapter twenty-five of the Revised Statutes [ch. 9, this stat.], to and with any member of said corporation or association, and not inconsistent with the laws of this state, nor anything in this act contained, are hereby declared to be legal and binding contracts between said corporation or association and the members thereof so contracting; and the securities given by said members upon said contract or loan to said corporation or association, for the security of any loan, fine, or forfeiture, according to the terms and conditions of said security or contract, therein referred to, and not inconsistent with any law of this state or in this act contained, is hereby declared to be a legal, valid, and binding security, and contract in law in the hands of said corporation or association and with the party making the same, notwithstanding a greater rate of interest than twelve per cent per annum may have been contracted for or reserved in said contract.

362. That in all corporations or associations now formed and in existence in this state, and doing business in this state, which said corporation or association have made loans to any of its members and taken securities therefor in pursuance of their constitution and by-laws, that any payment made after the passage of this act, by any member of said corporation or association, of any dues, forfeitures, or fines which may be due to said corporation or association according to the terms of the contract between said corporation or association and said member to said corporation or association, shall be deemed in law a waiver of anything in said contract or loan that might be deemed usurious in the same under the laws of this state at the time the same was made and securities given, and a ratification of said loan or contract, and of its present and future legality between said parties, as now existing under and by virtue of this act.

Secs. 363 to 380. "An act to provide a law for the government, regulation, examination, reporting, and winding up of the business of associations hereafter incorporated under the laws of this state, which shall be organized within this state for the purpose of raising a fund by the collection of dues or stated payments from its members to be loaned among its members," etc.* 1891, p. 201. In force April 4. (Coulter Law.)

363. Any association of not less than five persons, hereafter incorporated under the laws of this state, which shall be organized within this state for the purpose of raising a fund by the collection of dues or stated payments from its members, to be loaned among its members, shall, in furtherance of such purpose, and after having complied with the requirements of this act, be authorized and empowered to levy, assess, and collect from its members such sums of money, by rates of stated dues, fines, interest on loans advanced, and premiums bid by members for the right

This act is prefaced by an elaborate title, only the first clause of which is here given.

of precedence in taking loans, as the corporation may provide for in its constitution or by-laws, also, to acquire, hold, and convey all such real estate and personal property as may be legitimately pledged to it upon said loans, or may otherwise be transferred to it in the due course of its business (subject, however, to the limitations hereinafter named). The words "Loan and Building Association," "Building Association," or "Building and Loan Association" shall form part of the corporate name of every such corporation.

364. Every such association hereafter formed shall adopt a constitution which shall substantially give effect to the provisions of this act, and shall also adopt such by-laws for the government and management of its business as it shall deem proper; Provided, The same shall not be inconsistent with this act, and shall not contravene the laws or constitution of this state, or the United States, and may alter and amend the same from time to time in such manner as may be provided by its articles of incorporation. Such constitution shall contain equitable provisions, permitting any shareholder wishing to do so to withdraw from the association, in manner as follows: After three months from date of issue of the certificate of shares, a shareholder, or the legal representative of a deceased shareholder, wishing to withdraw from the said corporation, shall have the power to do so by giving thirty days' notice of such intention to withdraw, such notice being given in writing at the regular meeting of the board of directors. At the first regular meeting after the expiration of the thirty days' notice, or at any time thereafter, the member so withdrawing, or, if deceased, his legal representative, shall be entitled to receive, on demand, the amount paid in by him or her, less the admission fee and expense charges and such rate of interest as the by-laws may determine, less all fines and other charges. Should there have been, however, a net loss instead of a net gain, then such withdrawing shareholder shall receive the actual amount paid in, less his proportion' of such net loss. At no time, however, shall more than one-half of the unloaned funds in the treasury of the corporation be applicable to the demands of the withdrawing shareholders without the consent of the board of directors. No shareholder shall be entitled to withdraw whose stock is pledged as security for a loan, either from the association or from any other party. It shall contain equitable provisions permitting the payment of loans before maturity, and for crediting borrowing members who have paid premiums in advance and who repay their loans before maturity, with an equitable share of the premiums paid by them. Such constitution shall also provide that if any member has become delinquent in his payments on any shares to an amount equal to the payments due thereon for any period named therein (not, however, less than three nor more than twelve months), such shares shall be canceled, and he shall, as to such shares, cease to be a member, and shall become a debtor or creditor of such association as the case may be, and it shall make equitable provisions for crediting such member with the same amount as if he had voluntarily withdrawn from the association, and if any sum be due him after deducting fines and losses, if any, to date of cancellation, it shall, if he be a borrower, be credited on his loan, and if he be not a borrower it shall be held subject to his order. Such constitution may, within the limits aforesaid, fix different periods for the cancellation of shares of borrowers and non-borrowers, and may also, within said limits, leave the period for cancellation, wholly or in part, to the discretion of the board of directors.

365. A copy of the articles of incorporation, constitution, and by-laws of every such association shall be filed in the office of the auditor of public accounts, who shall, with the state treasurer and attorney general, examine the same carefully and if they, or any two of them, shall find that they conform with the requirements of this act and contain a just and equitable plan for the management of the associ

ation's business, they, or any two of them, shall issue to such association a certificate of their approval of such constitution and by-laws; but if they, or any two of them, find their provisions to be unjust or inequitable or oppressive to any class of shareholders, they shall withhold their approval.. It shall not be lawful for any association hereafter organized within this state for the purposes set forth in section 1 of this act [363] to transact any business except the execution of its articles of incorporation, the adoption of a constitution and by-laws, and the election of directors and officers, until it shall have procured the certificate of approval above provided for, nor shall any amendment of the articles of incorporation, constitution, or by-laws of any such association become operative until a copy of the same shall have been filed and a certificate of approval obtained as above provided in regard to original articles of incorporation, constitution, and by-laws.

366. No loan shall be made by such association except to its own members, nor shall any loan be made to any member of any sum in excess of the par value of his stock, and the association shall have a lien on as many of the borrower's shares as shall equal at their face value the nominal amount of the loan; good and ample real estate security unincumbered, except by prior liens held by such association, shall also be given by the borrower; Provided, however, That the stock of such association may be received as security for a loan of the amount of the withdrawal value of such stock without other security. No evidence of indebtedness taken by such association for the return of any such loan shall be negotiable in form, and, whatever be its form, every such evidence of indebtedness shall be non-negotiable in law, and no such debt, or evidence of debt, shall be assignable or transferable in any manner so as to prevent the discharge thereof by payment made to the association.

367. Such associations may purchase, hold, lease, and convey real estate for the following purposes, and no other: 1st. Such as it may need to occupy as a place of business. 2nd. Such as shall in good faith be conveyed to it in satisfaction of debts previously contracted in the ordinary course of business. 3rd. Such as it shall purchase at sales under judgments, decrees, or mortgages held by the association, or shall purchase in good faith to secure debts due to it. But no such association shall hold the title and possession of any real estate longer than three years, except for the first purpose above named. Nothing in this section shall be construed to forbid the mortgaging of real estate to such association.

368. Shares of stock in any such association may be subscribed for, held, transferred, surrendered, withdrawn, and forfeited, and payments thereon received and receipted for, by any minor over the age of fourteen years, in the same manner and with the same binding effect as though such person were of full age, except that the said minor, or his estate, shall not be bound on his subscription to stock except to the extent of payments actually made thereon. A trustee or guardian may acquire, hold, transfer, and withdraw and receive all moneys due upon shares in such associations for the use and account of any minor; but before he shall be permitted to withdraw, transfer, or receive payment upon any shares so held, such trustee or guardian shall file with the county judge where such association is located a bond for twice the value of the shares withdrawn, transferred, or money received, which bond shall be approved by said judge and shall be conditioned upon his faithfully accounting for the proceeds of the shares withdrawn, transferred, or money received, and the use thereof, and paying the same to said minor at his or her majority.

369. Such associations shall not be subject to taxation on their capital stock, nor on their loans, advances, or mortgages, but shares in said association shall, for the purposes of taxation, be considered and held as credits, and members and

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holders of such shares shall list the same for taxation, and the same shall be taxed in such manner and subject to such deductions as may be provided by law for the taxation of other credits. The real estate of such associations shall be subject to taxation in the same manner as provided by law in the case of other corporations and individuals.

370. The fees, dues, fines, interest, premiums, and other payments of money made, contracted for, or required to be made, by any member of such association, by virtue of or in conformity with the provisions of its constitution and by-laws, though the same may aggregate a greater amount, taking into account all the terms and conditions of payment to and from such member, than is or may be allowed by the laws of this state to be taken or collected as interest on ordinary contracts for the payment of money, shall not make any such payment or contract therefor usurious, but all such contracts may be enforced, and such fees, dues, fines, interest, premiums, and payments collected in the same manner as other debts on contracts not usurious; Provided, That the certificate of approval provided for in section 4 of this act [365], issued to such association, shall be conclusive evidence of such compliance with the requirements of this act as to entitle it to the benefits of this section; Provided, further, That no association hereafter formed within this state, except such as hold such certificate of approval, shall be exempt from the operation of the usury law of this state.

371. Every such association shall annually, and at such other times as required by the auditor of public accounts, state treasurer, and attorney general, or any two of them, file in the office of the auditor of public accounts a statement, verified by the oath of its president or secretary and approved by three of its directors, in such form as may be prescribed by the auditor of public accounts, setting forth its actual financial condition and the amount of its assets and liabilities, and furnishing such other information as to its affairs as the auditor of public accounts may require, and a copy of such annual statement shall be published in a newspaper of general circulation in the county where such association is located, three consecutive times, and due proof of such publication by affidavit shall be filed with the auditor of public accounts. Whenever the constitution of an association fixes a date for the close of its fiscal year, the annual report of such associations *shall show its condition at such date; in all other cases such report shall show the condition of the association at the close of the calendar year, and no other or further notice or statement of the amount of the existing debts of such corporation shall be required to be published or given. The auditor of public accounts, state treasurer, and attorney general, or any two of them, shall have power to call for special reports from any such association, whenever in their judgment the same may be necessary or advisable. Any association failing to comply with the provisions of this section shall forfeit its charter rights.

372. Every person who shall willfully or knowingly subscribe, or make or cause to be made, any false statement or false entries in any books of any association organized for the purposes set forth in section one (1) of this act [363], or exhibit false papers with the intent to deceive any person authorized to examine into the affairs of such association, or shall make, state, or publish any false statement of the financial condition of such association, shall be deemed guilty of a felony; and upon conviction thereof shall be fined not exceeding ten thousand ($10,000) dollars and be imprisoned in the state penitentiary not less than one (1) nor more than five (5) years.

373. The person or persons appointed under the laws of this state to make an

*So in original.

examination of corporations, firms, or individuals doing a banking business shall make an examination and report of every association organized under the laws of this state for the purposes named in section one (1) of this act [363], as often as shall be deemed necessary and proper and at least once a year, and the rights, powers, duties, privileges, and compensation of such person or persons in connection with such examinations, shall be the same as is or may be provided by law with reference to examinations of banks and corporations, firms, or individuals transacting a banking business; and such association shall pay the same fees for such examinations as is or may be provided by law in case of the examinations of banks.

374. Whenever it shall appear to the auditor of public accounts, state treasurer, attorney general, or any two of them, from any examination or report provided for by this act, that any building, homestead, or other association organized under the laws of this state for the purposes set forth in section one (1) of this act [363], is conducting its business in an unsafe or unauthorized manner, or is jeopardizing the interests of its members, or that it is unsafe for such association to transact business, they shall communicate such facts to the attorney general, who shall thereupon apply to the supreme court or to the district court of the county where such association is located, or to a judge of either of said courts, for the appointment of a receiver to take charge of and wind up the business of such association; and if such fact or facts be made to appear, it shall be sufficient to authorize the appointment of a receiver and the making of such orders and decrees in such cases as equity may require.

375. It shall be unlawful for any corporation hereafter organized under the laws of this state to use the words "Loan and Building Association" or "Building and Loan Association" as a part of its corporate name unless it shall have complied substantially with the requirements of this act; and every such corporation using such words unlawfully as part of its corporate name shall be fined, at the discretion of the court, in any sum not exceeding twenty-five ($25) dollars for each day it shall so unlawfully use such words as part of its corporate name.

376. Any association now organized in conformity to existing laws of this state for the purposes set forth in section one (1) of this act [363], which shall voluntarily comply with all the requirements of this act, shall be entitled to all the benefits and privileges herein granted; any such association now organized shall be required to comply with the provisions of this act in the following particulars: It shall, within ninety days after this act shall have become a law, file with the auditor of public accounts a certified copy of its articles of incorporation, constitution, and bylaws, shall make and publish reports in full compliance with section ten (10) hereof [371], shall be subject to examination in all respects as provided in section twelve (12) hereof [373], and its affairs may be wound up in the manner provided in section thirteen (13) of this act [374], and before any amendment to either its articles of incorporation, constitution, or by-laws, hereafter made, shall become operative, a copy of such amendment shall be filed with the auditor of public accounts; and the auditor, together with the state treasurer and attorney general, shall examine the same, and if they or any two of them shall find that such amendment does not introduce any unjust or inequitable feature or provision, they or any two of them shall issue their certificate of approval and such amendment shall become valid; but if they or any two of them withhold such certificate, such amendment shall be of no effect.

377. [Foreign Association.]-Every corporation, company, or association contemplating doing business in this state and having for a part of its title or name the words "Loan and Building Association," "Building and Loan Association,' "Savings and Loan Association," or "Co-operative Bank, Saving, and Investment