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Provisions of former act applied.
Amount of stock.
Duration of Company. Application to be made to Board
of Supervisors or
Court of Sessions.
Notices of application,
Commissioners and their appointment.
ready incorporated shall not have more than two years after the pas-
AN ACT to provide for the Incorporation of Wagon-road Companies.
The People of the State of California, represented in Senate and
SECTION 1. The provisions of Chapter four, of “An Act concerning Corporations,” passed April twenty-second, one thousand eight hundred and fifty, wherein the same does not conflict with the provisions of the following sections of this act, shall apply to the incorporation of companies formed for the purpose of constructing common wagonroads. Sec. 2. The amount of stock necessary to be subscribed prior to the incorporation of such company, shall be at least three hundred dollars per mile; the duration of such company shall not exceed ten years; the application for authority to construct such road shall be made to the Board of Supervisors, or when there is no such Board, by the Court of Sessions of each county in or through which said road shall run, and the notice of such application shall be for four successive weeks previous to presenting the same. Two of the Commissioners appointed to lay out such road shall be appointed by the Board of Supervisors, or Court of Sessions, as the case may be, and the other by the company. The Directors of such company shall not Directors. be less than three nor more than nine. The rates of toll shall be Rates of toll. prescribed from year to year by the Board of Supervisors or Court of Sessions, as the case may be. Such company shall not be com- H. may be pelled to keep an office, but may deposit their books with the County &o Clerk of one of the counties in or through which said road may run, open for inspection, as if in their own office. Such company shall oian complete their road within two years from the date of the filing of two years. their Articles of Association. Sec. 3. When any existing road or highway, or any portion Roads, * thereof, shall be taken by such company as a portion of their own "... road, it shall not be lawful for said company to erect any gates on such portion, or to demand or charge any tolls for the passing or repassing of property or persons over the same. SEC. 4. The entire revenue derived from such road shall be appro- Revenue priated at first to the re-payment to said company of the cost of said o, road, with twenty per cent. per annum interest thereon, together with thereof. the incidental expenses incurred in collecting toll and keeping said road in repair. When such re-payment has been made to said company, the toll shall be so reduced as to merely yield an income *duction of toll. sufficient to keep said road in good repairs and pay incidental ex
AN ACT to provide for the formation of Corporations for certain purposes.—[Passed April 14, 1853.]
The People of the State of California, represented in Senate and
SECTION 1. Corporations for manufacturing, mining, mechanical, o, or chemical purposes, or for the purpose of engaging in any species of trade or commerce, foreign or domestic, may be formed according to the provisions of this act; such corporations, and the members thereof, being subject to all the conditions and liabilities herein imposed, and to none others.
Sec. 2. Any three or more persons, who may desire to form a com- Three or more pany for any one or more of the purposes specified in the preceding ..."...any. section, may make, sign, and acknowledge, before some officer compe
tent to take the acknowledgment of deeds, and file in the office of Proceedings,
('ertificate of incorporation and contents.
Copies of certificates to be evidence.
Corporate powers under the act.
Duties and powers.
To be annually elected.
the County Clerk of the county in which the principal place of busi-
stockholders at such time and place, and upon such notice and in such mode as shall be directed by the by-laws of the company; but all elections shall be by ballot, and each stockholder, either in person or by proxy, shall be entitled to as many votes as he owns shares of stock; and the persons receiving the greatest number of votes shall be Trustees. When any vacancy shall happen among the Trustees vacancies. by death, resignation, or otherwise, it shall be filled for the remainder of the year in such manner as may be provided by the by-laws of the company. Sec. 6. If it should happen, at any time, that an election of Trus- Elections. tees shall not be made on the day designated by the by-laws of the company, the corporation shall not for that reason be dissolved, but it shall be lawful on any other day to hold an election for Trustees, in such manner as shall be provided for by the by-laws of the company; and all acts of the Trustees shall be valid and binding upon the company until their successors shall be elected. SEc. 7. A majority of the whole number of Trustees shall form a Majority of Board for the transaction of business, and every decision of a ma-...!?" jority of the persons duly assembled as a Board, shall be valid as a corporate act. Sec. 8. The first meeting of the Trustees shall be called by a no-Meetings. tice, signed by one or more of the persons named Trustees in the certificate, setting forth the time and place of the meeting, which notice shall either be delivered personally to each Trustee, or published at least ten days in some newspaper of the county in which is the Notices of principal place of business of the corporation, or if no newspaper be published in the county, then in some newspaper nearest thereto. SEc. 9. The stock of the company shall be deemed personal estate, capital stock and shall be transferable in such manner as shall be prescribed by ..." the by-laws of the company: but no transfer shall be valid, except between the parties thereto, until the same shall have been so entered on the books of the company, as to show the names of the parties by and to whom transferred, the number and designation of the shares, and the date of the transfer. Sec. 10. The Trustees shall have power to call in and demand from *...* the stockholders the sums by them subscribed, at such times and in payment of such payments or instalments as they may deem proper. Notice of" each assessment shall be given to the stockholders personally, or shall be published once a week for at least four weeks in some newspaper published at the place designated as the principal place of business of the corporation, or if none is published there, in some newspaper nearest to such place. If, after such notice has been given, any stock
Penalty for default
Mode of sale.
Agents shall represent stock held by them.
Capital stock to be inviolate.
Penalty for violation. Of absent
Liability of those assenting.
holder shall make default in the payment of the assessment upon the
the corporation, and the creditors thereof, in the event of its disso
lution, to the full amount so divided, withdrawn, paid out, or re-