Provided.

oner having jurisdiction; provided, that in case a coroner cannot be notified in time to hold an inquest thereon forthwith, a justice of the peace of the neighborhood or two witnesses shall be immediately called to view the body, ascertain its condition and draw up a proces verbal thereof, to be forthwith transmitted to the coroner.

SEC. 674. The justice of the peace in and for that portion of the parish of Orleans lying on the right bank of the Mississippi river is act as coroner. authorized to act as coroner whenever a dead body shall be found lying within the limits of that portion of the parish.

Authorized to

D. sec 2056.

SEC. 675. (Deaths in Orleans reported-by whom reported.) See D. 347.

Act 1869, p. 20.

SEC. 676. (Legal process, how served when sheriffs and coroners are interested.) See D. 641.

D. sec. 1939, 3556; Act 1855, p. 491; Act 1870, Ex. S., No. 23, p. 68.

CORPORATIONS.

Act of incorporation, how adopted.

(See Act 1874, No. 158, p. 18; Act 1877, No. 38, 39; Act Ex. S. 1877, p. 136, No. 96, sec. 53-35; Act 1882, No. 26, 38, 39, 111, 112, 124; constitution 1879, arts. 234-248.)

ORGANIZATION OF CORPORATIONS FOR LITERARY,
SCIENTIFIC, RELIGIOUS AND CHARITABLE

PURPOSES.

SEC. 677. Whenever any number of persons, exceeding six, may be desirous of forming themselves into a corporation or body politic for the preservation of life or property, or for any religious, scientific, literary or charitable purpose, and to acquire and enjoy the rights, privileges and powers of a body corporate and politic in law, it shall be lawful for such persons to prepare and sign an instrument, either in an authentic form under private signature, wherein they shall declare and specify the purposes and objects of such corporation; the name, style and title thereof; the place chosen for its domicile; the manner in which such managers and officers are to be chosen; the officer on whom citations may be served; and the length of time during To be approved which the coporation shall exist and continue. The act of incorporation shall be handed to the district attorney of the district in which

by the district attorney.

in the office of

its domicile is fixed, for examination as to its legality; and should he be of opinion that the purposes and objects of the corporation, as specified in said act, are legal, and that none of the provisions therein contained are contrary to law, he shall endorse his opinion to that effect thereon. The act, together with the opinion of the district attorney, shall then be recorded in the office of the parish recorder, or To be recorded other officer performing the duties of parish recorder, which act, when the recorder. so recorded, shall constitute the subscribers to the same, and their associates and successors, a body politic and corporate, for the purposes and objects declared and contained in the act; and shall have continuance and succession by the name, style and title as set forth in the act, a copy of which, duly certified by the officer in whose office the same is recorded, shall be full and complete evidence of the contents of the original act.

(As reenacted by Act 1878, No. 45, p. 83); C. C. 432 (423); D. sec. 739, 1164; Act 1855, p. 185; Act 1882, No. 111, 112; 33 A. 636.

attorney's re

SEC. 678. In case the district attorney shall neglect or refuse to give the certificate required by the above section, the applicants may take a rule on him in the district court of the parish in which it is intended Mode of profor such corporation to have its domicile, to show cause within ten of the district ceeding in case days from the service thereof why the applicants should not be crea- fusal to apted a corporation according to the terms and conditions set forth in prove it. the act of incorporation. Should the district judge be of opinion that the purposes and objects of the corporation, as specified in the act, are legal, he shall give judgment accordingly, a copy of which judgment shall be recorded with the act in the office of the recorder of mortgages, or other officer exercising his duties, in lieu of the certificate of the district attorney.

D. sec. 1165; Act 1865, p. 185.

How amend

made.

SEC. 679. When any corporation may be desirous of improving, amending or altering the articles and conditions upon which the corporation may be incorporated, it shall be lawful for such corporation ments may be in like manner to draw up an act specifying and containing the alterations, improvements or amendments which they may desire to make to the original act of incorporation, which act shall be handed to the district attorney for his opinion as to the legality of the alterations, amendments or improvements proposed, and he shall give his opinion touching the legality of the same; and in case of the refusal or neglect of the district attorney to give the certificate required, the parties may take a rule on him to show cause, as provided in the preceding section; which certificate of the district attorney, or opinion of the judge, shall be recorded in the manner and form required above..

D. sec. 1166.

SEC. 680. Such corporation shall have full power and authority to make, have and use a common seal, with such device and inscription Powers of such as they shall respectively deem proper, and the same to break, alter corporations. and amend at their pleasure; and by the name, style and title by them respectively provided and declared aforesaid, shall be capable in law to sue and be sued, and shall be authorized and empowered to make rules, by-laws and ordinances, and do everything needful for their good government and support not repugnant to the constitution and laws of the United States, to the constitution and laws of this State, or to the instrument upon which the corporations respectively are formed and established.

Additional powers and privileges.

ations.

SEC. 681. Said corporation shall be capable in law, according to the terms and conditions upon which the said corporations are formed and established, to take, receive and hold all manner of land, tenements, rents and hereditaments, and any sum of money, and any manner and portion of goods and chattels, given and bequeathed unto them or acquired by them in any manner respectively; to be employed and disposed of according to the objects, articles and conditions of the instrument upon which the corporations respectively are formed and established, or according to their articles and by-laws, or of the will and intention of the donors.

SEC. 682. No corporation organized by authority of this act shall Restriction uphold property of a value exceeding three hundred thousand dollars; on such corpor- provided, that this restriction shall not apply to corporations organized for the purpose of receiving and administering donations of property for scientific, literary and educational purposes. No church corporation or minister of the Gospel, for himself or the benefit of a church corporation, shall be allowed to accept a bequest made in articulo mortis.

Manner of forming corporations for works

(As reenacted by Act 1882, Ex. S., p. 48, No. 2.)

C. C. 11, 1519 (1506), 2031 (2026); C. N. 900; D. sec. 1736

ORGANIZATION OF CQRPORATIONS FOR WORKS
OF PUBLIC IMPROVEMENT AND FOR

OTHER PURPOSES.

SEC. 683. It shall be lawful for any number of persons, not less than six. on compliance with the provisions following, to form themselves into and constitute a corporation for the following purposes, to-wit: For the construction, working and maintenance of railroads, of public utility canals, plank roads, bridges, ferries and other works of public improvement, whether within or without the limits of this State; to effect fire, marine, river and life insurance; to carry on manufactories of cotton, woolen, linen, silk and hempen cloths and cordage; to con

struct and carry on works to supply cities or towns with gas or water;
to compress cotton; to construct and carry on iron, brass and copper
foundries; to construct and maintain dry docks or floating docks for
the building or repairing of ships and other vessels; to manufacture
iron, copper, lead or other metals, earthenware or stoneware, engines,
cotton gins, machinery, paper, gunpowder, agricultural implements;
to establish companies for refining sugar, and for sea naviga-
tion by steam; to create lines of telegraph, and to establish chemical
laboratories and manufactures of all kinds; to open and work mines;
to construct and maintain docks, steamships and other vehicles for
the transportation of freight and passengers; for constructing and
maintaining works of drainage, sewerage and land reclamation; and
for the development of the agricultural resources of the State, and for
the promotion of immigration, and generally all works of public util-
ity and advantage. (No such corporation shall engage in mercantile on such corpor
or in commission, brokerage, stock jobbing, exchange or banking busi-
ness of any kind. (As reënacted by act 1880, No. 125, sec. 1.)

C. C. 432 (423), 433 (424). Act 1838, p. 73; Act 1882, No. 32; Act 1877,
Nos. 38, 39, pp. 48, 50,

SEC. 684. Said corporations shall have power and authority-first,

Restrictions up

ations.

to have and enjoy succession by their corporate name for the period Power and au thority of such expressed in their act of incorporation, not exceeding ninety-nine corporation. years; second, to contract, sue and be sued, in their corporate name; third, to make and to use a corporate seal; fourth, to hold, receive, purchase and convey, under their corporate name, property, both real and personal; fifth, to name and to appoint such managers, directors and officers as their interest and convenience may require; sixth, to make and establish such by-laws for the proper management and regulation of the affairs of the corporation as may be necessary and proper; and any corporation established for drainage, sewerage and land reclamation may, by contract with the owner of real property, duly recorded, have a privilege on said property for the price and value of the work done and facilities furnished. (As reënacted by act 1880, No. 125, sec, 2.)

Act 1882, No. 38; Act 1877, Nos. 38, 39; Act 1855, p. 182; Act 1875, No. 158, p. 18.

SEC. 685. Every charter of incorporation shall contain-first, the name and title of the corporation and the place chosen for its domi- What shall be cile; second, a description of the purposes for which it is established, contained in of the nature of the business to be carried on, and the designation of the said corporaofficer on whom citition may be served; third, the amount of the capital stock, the number of shares, the amount of each share, and the time when and the manner in which payment on stock subscribed

tions.

Charter to be recorded and published.

Charter, how amended or dissolved.

Charter forfeited for insolvency.]

shall be made; fourth, the mode in which the elections of directors or managers shall be conducted; fifth, the mode of liquidation at the termination of the charter.

SEC. 686. The charters of corporations and the original subscriptions made for the purpose of organizing them shall be recorded in the office of the recorder of mortgages, or other officer exercising his functions, at the place selected for the domicile of the corporation, and shall be published in a newspaper at its domicile once a week, at least for thirty days, but it shall not be necessary to publish the names of the subscribers; and any subscribers may present the charter and subscriptions for record with the recorder of mortgages.

SEC. 687. It shall be lawful for the stockholders of any corportion, at the general meeting convened for that purpose, to make any modifications, additions or changes in their act of incorporation, or to dissolve it with the assent of three-fourths of the stock represented at such meeting. Any such modification, addition, change or dissolution shall be recorded as required by the preceding section.

Act 1880, No. 26, p. 41; Con. 1879, art. 239.

SEC. 688. They shall forfeit their charter for insolvency, evidenced by a return of no property found on exccution; and in such case it shall be the duty of the district court, at the instance of any creditor, to decrec such forfeiture, and to appoint a commissioner for effecting the liquidation, whose duty it shall be to convert all the assets of the company, including any unpaid balances due by stockholders on their How liquidated shares, into cash, and to distribute the same, under the direction of the court, amongst the parties entitled thereto in the same manner, as near as may be, as is done in cases of insolvency of individuals.

Consent of the cil necessary

C. C. 447 (438); D. sec. 731, 1781; R. 387; 4 A. 232; 9 R. 362; 1 A. 8; 10 R. 460; 14 A. 828; 6 A. 457; 9 A. 341; 12 A. 285; 16 A. 27; 31 A. 63; 34 A. 756; 16 A. 53; Act 1877, Ex. S., No. 39, p. 64.

SEC. 689. No railroad, plank road, canal or works of drainage, sewerage and land reclamation shall be constructed through the municipal coun- streets of any incorporated city or town, without the consent of the before such municipal council thereof; and such council, giving such consent to carried through any corporation formed for the purpose of drainage, sewerage and

works can be

the streets of city or town.

land reclamation, may, in the interest of public health and cleanliness, pass all needful ordinances and police regulations to make effective the plan of sewerage and drainage it may so adopt, with reference to all houses and lands within the municipal limits. (Reënacted by act 1880, No. 125, sec. 3.)

D. sec. 3424.

SEC. 690. No stockholder shall ever be held liable or responsible for the contracts or faults of such corporation in any further sum than