ty of the township clerks in the said townships to record the surveys of said road in the same manner that the surveys of township roads are directed by law to be recorded, and the several townships shall be chargeable equally alike for the expense of laying out and es tablishing said road, together with the necessary expense of the survey, which shall be audited and paid when collected, to the said commissioners as other highway expenses are paid; said commissioners to receive one dollar and fifty cents per day for actual services. Sec. 3. This act shall take effect and be in force from and after its passage Approved March 30, 1849. [ No. 170. ] Appolatm't, power and duues of comm'rs to locate county site of Kent Co. AN ACT to provide for the location of the Seat of Justice in the Section 1. Be it enacted by the Senate and House of Representatives of the State of Michigan, That the governor be, and he is hereby authorized and required to appoint three suitable and disin terested persons, not residents of said county, as commissioners, to examine the present location of the county seat of the county of Kent, who shall meet at such time and place as he may designate, in said county, and after being duly sworn, faithfully and impartially to discharge the duty assigned them; and also, that they are not directly or indirectly interested in the said location, they shall proceed and ascertain whether, in their judgment, it is now located at such place as will most promote the interests of said coun. ty, and if not, they shall examine the several places that may be proposed in sail county, and shall establish said county seat at such place as they or a majority of them shall consider for the best interest of said county, upon such land as shall be deeded to the county for that purpose: Provided, The quantity of land so to be conveyed shall be sufficient for the purposes contemplated by this act. Sec. 2. Said commissioners shall be allowed the sum of three dollars each, per day for every day necessarily employed as aforesaid, and which shall be paid to him or his order by the treasurer of said county out of the first moneys which shall come into his hands belonging to the county. Comm'r to transmit Sec. 3. The commissioners shall transmit a certificate of the loca. tion of said county seat to the governor within ten days thereafter, certificate, under their hands and seals, and the governor shall thereupon order &c. the same to be recorded in the office of the secretary of state, and said location shall thereupon be the lawfully established county seat for said county, and notice thereof shall be published in the state paper. Sec. 4. This act shall take effect from and after its passage. [No. 171.] AN ACT to incorporate the North American Health Insurance Company. tion. Section 1. Be it enacted by the Senate and House of Represen- Incorporatatives of the State of Michigan, That Daniel J. Campau, David Smart, Josiah Snow, Charles W. Chapel, William Harsha, Phineas Homan, Dean Swift, Horace N. Perrin, Addison J. Comstock, Levi Bishop, John Wells, J. D. Morton and Harrison Swift, and all others who may become associated with them as stockholders, as hereinafter provided, their successors and assigns forever, be, and they hereby are created and made a body corporate and politic, for the purpose of health insurance, by the name of the "North American health insurance company;" and by that name shall be, and they are empowered to purchase, have, hold, possess and enjoy, to themselves and their successors, lands, tenements, hereditaments, goods, chattels and effects of every kind, and the same to grant, alien, sell, invest and dispose of; to sue and be sued, plead and be impleaded, in all courts in this state; to have and use a common seal, and the same to change, break and renew at pleasure, and to ordain and put in execution such by-laws and regulations as they may deem proper for the well-ordering and government of said corporation, and the transaction of its business: Provided, They be not repugnant to the laws of the United States, or of this state, or to the provisions of this act of incorporation. Sec. 2. The capital stock of said corporation may be, and shall Capital and not exceed fifty thousand dollars, and shall be divided into shares thereof. shares Business of &c. of twenty dollars each, and there shall be paid into the treasury of said corporation, by each subscriber to said capital stock, at the time of subscribing for the same, an instalment of five dollars on each share of stock by him subscribed for; and a further instalment of five dollars within forty days after the organization of said company; and the remainder of said shares, so subscribed for, shall within forty days after the organization of said company, be paid in gold or silver. Sec. 3. The business of said corporation shall be confined to of policies, health insurance, and contracts of insurance may be made on such terms and conditions, and for such periods of time and confined to such persons, as shall be from time to time ordered and provided for under and by virtue of the by-laws of said corporation; and policies may be issued, stipulated to be with or without participation of profits, but all dividends, which shall be declared upon such insurance, or declared to stockholders, which are not claimed and called for within one year after the same have been declared, shall be advertised, for at least four weeks in some newspaper printed in the city of Detroit, and if not demanded within six months after the publication of said notice shall become forfeited to said company. Office of Co. Directors. Officers their elect'n Sec. 4. The office of said company shall be located in the city of Detroit, in the state of Michigan, and the stock, property and affairs of said corporation shall be managed and conducted by not less than, five, nor more than thirteen directors, (the number of said directors to be determined by the by-laws of said company) to be chosen by ballot from among and by the stockholders; which directors shall hold their offices until the second Monday of May next ensuing their election, and until others are chosen to supply their places; and the annual meeting for the choice of directors shall, after the first election, be holden in the city of Detroit, on the second Monday of May. In the choice of directors as aforesaid, each stockholder present, or represented by his attorney, duly appointed and empowered, shall be allowed one vote for each and every share of stock by him held, and none but stockholders shall be eligible to the office of director; and the stockholders may determine what number of directors may constitute a quorum for the transaction of business. Sec. 5. The directors may choose a president, secretary and term of of treasurer of said corporation, and appoint such other officers, clerks and agents, and establish such agencies in this state or elsewhere, as fice, &c. shall be by them deemed advisable for conducting the business of the said company; fix their compensations and take bonds from any or all of them for the faithful performance of their duties; and make such covenants and agreements as may be deemed necessary. The president shall be chosen from among the directors, and hold his appointment for one year, and until another is chosen; but the other officers and servants of said company may be displaced, and new ones appointed at the pleasure of the directors. In the absence or disability of the president, the directors may choose a president pro tempore, and in case any vacancy shall occur in the board of di rectors, the remaining directors may choose a director or directors from among the stockholders to fill such vacancy, who shall hold the appointment until others are chosen in their places. elect at an nual meet ing not to work forfeiture of char ter. Sec. 6. If it shall so happen that an election of directors of said Failure to corporation shall not take place at the time of the annual meeting thereof in any year, said corporation shall not be dissolved thereby; but an election may be held at any time within one year thereafter; the time to be fixed upon and notice given thereof by the directors last chosen. And public notice, by order of the directors, shall always be given at least ten days previous to any meeting of the stockholders, in a newspaper printed in Detroit, or in such other way as may be deemed expedient: and the president shall have power to call special meetings of the stockholders whenever thereto requested by a majority of the directors. s'ock trans sessments Sec. 7. The capital stock of said corporation shall be transferable Shares of according to the rules and regulations of the company, and if any ferrable, assubscriber of any share or shares of said stock, shall neglect or thereon. refuse to pay the instalments as aforesaid, or to secure the payment of the residue of the stock by him subscribed as aforesaid, for the space of sixty days after the same shall have become due or required, and after he or they have been notified thereof, the stock of such negligent stockholder shall be sold by the directors, at public auction, giving at least thirty days notice thereof, in some newspaper printed in Detroit, and the proceeds of said sale shall be first applied in payment of the instalment called for, and the balance, if any, shall be refunded to the owner of said stock; and such sale shall in all respects entitle the purchaser to all the rights of a stockholder to the extent of the shares so bought. Commiss'rs Sec. 8. To carry out the provisions of this act, and to organize to receive the said corporation, the said Josiah Snow, Daniel J. Campau and subscript'ns to capital stock. William Harsha, or either two of them are hereby authorized and appointed to receive subscriptions to the capital stock thereof, and the first instalment thereon, and when nine persons shall have become subscribers to the capital stock of said corporation, they may upon the call of the said Josiah Snow, Daniel J. Campau and William Harsha, or either two of them, meet together at the time and place named in said call, and adopt such rules and regulations as may be ne1st meeting. cessary or convenient for commencing or carrying on business under Form of policies. this act. They may also at the same time and place, choose a board Sec. 9. All policies of insurance or other contracts authorized by sontracts & this act, which shall be made and entered into by said corporation, may be either with or without the seal thereof, and shall be subscribed by the president, (or such other officer as shall be designated for the purpose by the by-laws of said corporation,) and attested by the secretary; and being so signed, executed and attested, shall be binding and obligatory upon said corporation, according to the true intent and meaning of such policies and contracts; and all such policies and contracts may be made, signed, executed and attested without the presence of the board of directors, by the president or by a committee of directors previously appointed for that purpose by said board, or by such other person as they may appoint; and the acts of such president, or of such committee or persons appointed, shall be binding and obligatory on said corporation. |