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ment, or as a depositary of moneys paid into court, interest shall be allowed by such corporation not less than the rate of two per cent per annum until the moneys so received shall be duly expended or distributed. If such interest moneys, or any part thereof, shall not annually be expended or distributed pursuant to the terms or provisions of the trust under which such moneys are held, the amount thereof not so expended or distributed shall be accumulated by such corporation for the benefit of the parties interested in such trust fund, and shall be added to the principal to constitute a new principal, upon which interest shall thereafter be computed.

R. S., 1601, L. 1887, ch. 546, §§ 24, 25.

§ 161. Directors.-The affairs of every such corporation shall be managed and its corporate powers exercised by a board of directors of such number, not less than thirteen nor more than twenty-four, as shall, from time to time, be prescribed in its by-laws. No person can be director who is not the holder of at least ten shares of the capital stock of the corporation. The persons named in the organization certificate, or such of them respectively as shall become holders of at least ten shares of such stock, shall constitute the first board of directors, and may add to their number not exceeding the limit of twenty-four, and shall severally continue in office until others are elected to fill their respective places. Within six months from the time when such corporation shall commence business, the first board of directors shall classify themselves by lot into three classes, as nearly equal as may be. The term of office of the first class shall expire on the third Wednesday of January next following such classification; the term of office of the second class shall expire one year thereafter; and the term of office of the third class shall expire two years thereafter. At or before the expiration of the term of the first class, and annually

thereafter, a number of directors shall be elected equal to the number of directors whose term will then expire who shall hold their offices for three years or until their successors are elected.

Such election shall be held at the office of the corporation and at such time and upon such public notice not less than ten days, by advertisement in at least one newspaper approved by the superintendent of banks published in the city where such corporation is located, as shall be prescribed in the by-laws.

In case of failure to elect any director on the day named, the directors whose terms of office do not that year expire, may proceed to elect a number of directors equal to the number in the class whose term that year expires, or such number as may have failed of re-election. The persons so elected, together with the directors whose terms of office shall not that year expire, shall constitute the board of directors until another election shall be held according to law. Vacancies occurring in the intervals of elections shall be filled by the board.

R. S., 1598, L. 1887, ch. 546, § 14.
Id.,

1599, L. 1887, ch. 546, § 15.

§ 162. Liability of stockholders and directors.—If default shall be made in the payment of any debt or liability contracted by any such corporation, the stockholders thereof shall be individually responsible, equally and ratably, for the then existing debts of the corporation, but no stockholder shall be liable for the debts of the corporation to an amount exceeding the par value of the respective shares of stock by him held in such corporation at the time of such default..

For all losses of money which the capital stock shall not be sufficient to satisfy, the directors shall be responsible in the same manner and to the same

extent that directors are now responsible in law or equity.

R. S., 1602, L. 1887, ch. 546, §§ 29, 30.
L. 1889, ch. 558.

§ 163. Powers of specially chartered trust companies. Every trust company incorporated by a special law shall possess the powers of trust companies incorporated under this chapter and shall be subject to such provisions of this chapter as are not inconsistent with the special laws relating to such specially chartered

company.

ARTICLE V.

BUILDING AND MUTUAL LOAN CORPORATIONS.

SECTION 170. Incorporation.

171. Powers.

172. Stock for minors.

173. Dividends and monthly payments.

174. Liability of stockholders and directors; exemption. 175. Existing corporations.

$ 170. Incorporation.-Nine or more persons may become a corporation for the purpose of accumulating a fund for the purchase of real property, the erection of buildings, or the making of other improvements on lands, or to pay off incumbrances thereon, or to aid its members in acquiring real property, making improvements thereon, and removing incumbrances therefrom, and for accumulating a fund to be returned to its members, who do not obtain such advances, when its funds shall amount to a certain sum per share, to be specified in the certificate of incorporation, or for all or any of such purposes; by making, acknowledging and filing a certificate of incorporation, setting forth:

1. The name of the corporation.

2. The location of its principal business office.

3. When its regular meetings shall be held and how special meetings may be called.

4. What shall be a quorum to transact business at its meetings.

5. How members shall be admitted and their qualifications.

6. What officers, directors or attorneys of the corporation there shall be and how and when chosen.

7. The duties of such officers, directors or attorneys and how removed or suspended from office.

8. The names of the persons who shall be such officers and directors for its first year, and until others are chosen or appointed in their places.

9. The entrance fee of new members and new shares. 10. The amount of each share.

11. The monthly or weekly dues per share.

12. The redemption fee on shares on which advances shall be made.

13. The fees to be paid on the transfer of shares.

14. The penalties for non-payment of dues or fees, or other violation of the provisions of the certificate.

15. The manner of redemption of shares by advances made thereon.

16. The mortgage security to be taken on such advances and how the same may be changed.

17. The manner of the transfer or withdrawal of shares. 18. The manner of investing funds not required for advances on shares.

19. The qualification of voters at its meetings and the mode of voting.

20. The ultimate amount to be paid to the owners of unredeemed shares.

21. The manner of altering or amending the certificate of incorporation.

22. Such other provisions not inconsistent with law as shall be necessary for the convenient and effective transaction of its business.

Such certificate must be approved by the superintendent of banks and filed in the office of the clerk of the county in which such corporation shall have its principal business office, and a certified copy thereof shall be filed in the office of the superintendent of banks. Thereupon the persons who have subscribed such certificate and such other persons as shall become members of the corporation, and their successors shall be a corporation by the name specified in such certificate.

R. S., 1587, L. 1851, ch. 122, §§ 1, 2, 3.

§ 171. Powers.-The directors of every such corporation may call in and demand from the members and stockholders thereof, all sums of money by them subscribed, at such times and in such payments or installments as the certificate of incorporation shall prescribe, under the penalty of forfeiting the shares of stock subscribed for and all previous payments made thereon, if payment shall not be made by the member or stockholder within sixty days after a personal demand made or notice requiring such payment shall have been published for six successive weeks in the newspaper nearest to the principal place of business of the corporation.

Every such corporation shall have power to borrow money for temporary purposes not inconsistent with the objects of its organization, but no such loan shall have a longer duration, than two years, nor shall its indebtedness for money so borrowed exceed at any one time one-fourth of the aggregate amount of its shares and parts of shares and the income thereof actually paid in and received.

No loan made by any such corporation to any of its members or stockholders shall exceed in amount the par value of the capital stock for which such member or stockholder may have subscribed.

R. S., 1588, L. 1851, ch. 122, §§ 4, 5.

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and guardians

§ 172. Stock for minors.- Parents may take and hold shares in such corporation in behalf and for the use of their minor children or wards, if the cost of such shares be defrayed from the personal earnings of such minor children or wards, or by gifts from persons other than their parents.

R. S., 1588, L. 1851, ch. 122, § 6.

§ 173. Dividends and monthly payments.— Dividends declared from the earnings of the corporation shall be

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