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Directors when to

make assessment on members.

When pol

sum assessed upon him, as his proportion of any loss as aforesaid, he shall forteit all right and claim to any policy that he or she may have obtained, and be no longer a member of said corporation; and the directors may sue for and recover the whole amount of his deposit note or notes with costs of suit; and the amount thus collected shall remain in the treasury of said company, subject to the payment of such losses and expenses as have accrued, or may thereafter accrue, and the balance, if any remain, shall be returned to the party from whom it was collected, on demand, after thirty days from the expiration or cancellation of his or her policy.

12. And be it enacted, That whenever, and so often as it shall happen, that the whole amount of the funds of the said company, and of the sums due on the deposit notes held by it shall be insufficient to pay the whole loss occasioned by any fire, the directors shall assess upon and demand from each member a further sum, in proportion to the original amount of his or her deposit note, and shall divide the whole amount of the said funds, deposit note and assessment, among the sufferers by such fire who have been insured by said company, in proportion to their losses and the amounts by them respectively insured; but no assessment of a greater amount than one dollar on every hundred dollars by the members respectively insured, shall at any time be made for the loss or damage occasioned by any one fire; and any member who shall pay the whole amount of his or her deposit note, and of any assessment then made, and surrender his or her policy of insurance, shall be discharged from all liability for any loss or damage that may occur after such payment and surrender.

13. And be it enacted, That no policy shall be issued by icy not to said company until application shall be made for insurance to the amount of fifty thousand dollars at least.

be issued.

corporation

Business of 14. And be it enacted, That the operations and business where to be of the corporation shall be carried on and conducted at such carried on. place in the county of Essex as shall be designated by a majority of the directors.

make an

Directors to 15. And be it enacted, That at every annual meeting of nual state the said company the directors for the time being shall make and exhibit a full and true statement of the affairs and business of the said company for the year preced

ment.

ing, for the general satisfaction of the members of said company.

tion may

cies for

16. And be it enacted, That said corporation may, at the Corporadiscretion of its directors, issue policies of insurance for cash issue polipremiums instead of notes; provided, that parties so insured cash preshall not, by virtue of such insurance, be members of said miums. company.

17. And be it enacted, That this act shall take effect immediately.

Approved March 18, 1874.

Proviso.

CHAPTER CCLXIII.

An act to incorporate "The United States Fertilizing and
Chemical Company."

1. BE IT ENACTED by the Senate and General Assembly of the State of New Jersey, That Alexander McConnell, George Names of T. Lewis, Alexander C. Fergusson, Patrick J. Jordan, their corporators associates and successors be, and they are hereby created and declared to be a body corporate and politic in law by the name of "The United States Fertilizing and Chemical Corporate Company," and as such shall have perpetual succession, and name. all the privileges and franchises belonging or incident to a corporation.

2. And be it enacted, That the capital stock of said com- capital pany shall be two hundred and fifty thousand dollars, di- stock. vided into shares of fifty dollars each, with the privilege of increasing said capital stock as hereinafter provided, which capital stock shall be personal property, and be transferable on the books of said company.

open books.

3. And be it enacted, That the above named corporators, commisor a majority of them, shall be commissioners to receive sioners to subscriptions to the capital stock of said company, at such time and place, and upon such notice as they may direct; and at the time of subscribing for said stock, such amount on each share subscribed for shall be paid, satisfied, or satisfactorily secured to said commissioners as they or a major

First election for directors

held.

ity of them shall direct, and the residue of the subscription shall be paid, satisfied, or secured as the directors of said company when elected may determine, in such installments, at such times and places, and in such manner as said directors shall from time to time direct, giving notice of such time and place in a newspaper printed and published at the city of Camden for two weeks, at least once in each week; and upon the failure of any person or persons to pay, satisfy, or secure the payment of such installment or installments, or any of them as aforesaid, the directors shall be empowered to forfeit the share or shares of each and every person so failing, or any of them, to and for the use and benefit of said company; and any share or shares of stock forfeited as aforesaid may be held by the said company, or any person or persons for its benefit; and may at any time be sold or disposed of for the benefit of the company as said directors may determine, or may be divided proportionately among the remaining stockholders to be by them held and enjoyed, or sold and transferred with all the rights and benefits incident thereto, the same in all respects as if they were original shares by them subscribed.

4. And be it enacted, That whenever one hundred thousand dollars of the capital stock aforesaid shall have been subwhen to be scribed and paid in, said commissioners or a majority of them, shall as soon as they deem expedient, give notice in such manner as they may determine of a meeting of the stockholders, at such time and place in the state of New Jersey as said commissioners may designate, to choose not less than three or more than five directors, who shall hold their offices for one year, and until others are duly elected; and at such meeting of stockholders convened as aforesaid, said stockholders shall prescribe the time and place for holding the annual elections, and the number of directors of said company, which time, place and number of directors shall not be changed, except at an annual election of Directors to said company; and the directors chosen at such meeting or at the annual election of said company, shall, as soon as may be after their election, choose from their number a president of said company, who shall hold his office for one year, and until his successor is duly appointed; and in case of the death, resignation, or other incapacity of the president, or any director, the vacancy thereby created in the board of directors may be filled by the directors at a meet

choose

president.

ing properly convened for the remainder of the then current year.

holder en

5. And be it enacted, That at all elections by stockholders Number of for officers of said company, and at all meetings of stock-votes stockholders, and upon all questions submitted to them, each titled to. stockholder shall cast one vote for each and every share of stock standing upon the books of said company in his or her name, which vote may be cast either by said stockholders in person or by proxy.

directors to

&c.

6. And be it enacted, That the board of directors of said Board of company shall have power to make and adopt a common adopt comseal for said corporation, to appoint a treasurer, secretary, mon seal, and such other officers, agents, clerks, servants and employees of said company as they may deem necessary, and to prescribe and regulate their duties, salaries, and compensation; to prescribe the form of, and to issue or authorize to be is sued, such promissory notes, bills of exchange, and business paper of said company as they may determine; to borrow such sum or sums of money from time to time as they may deem advisable for the purposes of said company, and to pledge the property and credit of said company for the payment thereof, or to issue the promissory notes or bonds of said company therefor, and to secure the payment of said promissory notes or bonds either by mortgage or mortgages on the real or personal property of said company wheresoever situate, or in such other way as said directors may see fit; to make such by-laws, rules and regulations for the is suing and transfer of the stock, and for the government of said company, its officers, clerks, agents, servants and employees, as said directors may determine, and generally to direct, conduct, control, and manage the business and affairs. of said company in such manner consistently with the provisions of this act as they may think proper.

of

7. And be it enacted, That the principal place of business Location of and chief manufacturing establishment of said company shall principal be located in the county of Camden, and that said company business. shall be and they are hereby authorized to engage in the manufacture of fertilizers, and in refining and rendering of coal oil, carbon oil, and other chemical substances or compounds and their products, and to purchase, sell, mortgage, hold, use, lease, occupy, possess and enjoy, such real or personal property, tools, engines, machinery, fixtures and materials in this or any other state or territory, as may be

May in

ital stock.

necessary or needful for the proper management and conduct of said business; and said company are hereby empowered, whenever in the opinion of the directors thereof, it may be for the interest of the said company to do so, to subscribe or to accept and receive as part payment for any work done, or any goods, wares, merchandise, sold or furnished by said company, the whole or any part of the capital stock of any incorporated company in this or any other state, and to erect and build such wharves, piers, docks and landings, in front of any lands owned and occupied by said company, adjacent any stream or creek within said county of Camden as may be necessary or useful in carrying on the business of said company; and to erect and build such houses, buildings, structures, workshops, engines and machinery, as said com. pany may require for the transaction of its business; that nothing in this act shall interfere with the rights of the state to lands under water.

to

8. And be it enacted, That said corporation may by a vote crease cap of the stockholders holding a majority of all the shares of stock from time to time, increase its capital stock to any sum not exceeding the sum of five hundred thousand dollars, and it shall be lawful for the directors of said corporation to issue certificates for such increased capital stock, to each of the original stockholders, in proportion to the amount of original stock held by them respectively, or at their option to receive subscriptions for such increased capital stock in the same manner as said commissioners are herein before authorized to receive subscriptions for original stock, and to require payment of such subscriptions therefor, in such installments and at such time and places, and in such manner as they may elect, and in the event of the non-payment of such installments, or any of them, at the time or place, or in the manner prescribed by said directors, the said stock may be forfeited and disposed of in the same manner provided by the third section of this act, in the reference to the original capital stock of said company, and upon every increase of the capital stock of said company, an affidavit made by the president and by one or more of the directors of said company, specifying the amount paid in under such increase of capital stock, shall be filed in the office of the secretary of state.

Real or per

9. And be it enacted, That any real or personal property, sonal prop- which may be received in payment for subscriptions, for the

erty receiv

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