5. This act may be amended or repealed, at the pleasure of the legislature, and every corporation created under this act shall be bound by such amendment; but such amendment or repeal shall not take away or impair any remedy against any such corporaion or its officers for any liability which shall have been previously incurred; this act and all amendments thereof shall be a part of the charter of every corporation heretofore or hereafter formed hereunder, except so far as the same are inapplicable and inappropriate to the objects of such corporation. P. L. 1846, p. 65; P. L. 1849, p. 301; Act of 1875, §§ 14, 35. This section is a re-enactment of the sixth section of the Act of 1846. The law was passed for the purpose of avoiding the rule in the Dartmouth College Case (4 Wheaton, 518), namely, that a corporate charter is a contract between the state and the corporation, which the state cannot modify. Zabriskie v. Hackensack, &c., Ry. Co., 18 N. J. Eq., 178. But the statute may not be construed as giving a majority of the stockholders the power to alter the purposes of incorporation or of impairing the rights of stockholders inter sese, except in so far as impairment may result from alteration required by public interest. Berger v. U. S. Steel Corporation, 63 N. J. Eq., 809; In re Newark Library Ass'ns, 64 N. J. Law, 217, 265; Rabe v. Dunlap, 51 N. J. Eq., 40, 46. "It is difficult to perceive," said Van Syckel, J., in the above case, "how any substantial force can be accorded to it (Sec. 5), unless some amendment may be made which may affect the rights of stockholders inter sese to some extent." The extent to which the law upon this subject will go remains unsettled. The general rule must be developed gradually. II.-Formation, Constitution, Alteration, Dissolution. 6. Purposes for which corporations may be formed. Upon executing, recording and filing a certificate pursuant to all the provisions of this act, three or †See Section 43a. more persons may become a corporation for any lawful purpose or purposes whatever, other than a savings bank, a building and loan association, an insurance company, a surety company, a railroad company, a telegraph company, a telephone company, a canal company, a turnpike company, or other company which shall need to possess the right of taking and condemning lands in this State, or other than a corporation provided for by "An act concerning banks and banking (Revision of 1899)," or by "An act concerning trust companies (Revision of 1899)," or by "An act concerning safe deposit companies (Revision of 1899)." It shall, however, be lawful to form a company hereunder for the purpose of constructing, maintaining and operating railroads, telephone or telegraph lines outside of this State; provided, that any company organized under the provisions of this act for cremation purposes shall, before beginning business, file a certified copy of its certificate of incorporation with the State Board of Health and obtain from said board a license to carry on said business, under such rules and regulations as said board may prescribe. As amended by Chap. 12, Laws of 1907; P. L. 1907, p. 35. P. L. 1846, p. 64; P. L. 1849, p. 300; P. L. 1852, p. 87; P. L. 1853, p. 427; P. L. 1855, p. 706; P. L. 1865, p. 707; P. L. 1865, p. 913; P. L. 1869, p. 1001; Act. of 1875, § 10; P. L. 1876, p. 103; P. L. 1880, p. 92; P. L. 1888, p. 112; P. L. 1889, p. 411; P. L. 1894, p. 497; P. L. 1899, p. 473. Corporations may be organized under this act for any lawful purpose or purposes, and are not limited to a single object or purpose. The incorporation of the classes of corporations expressly excepted from the provisions of this section is provided for by other acts. Some of these acts contain express provisions prohibiting the incorporation of companies provided for by them under any other act. See "An Act concerning banks and banking, Revision of 1899" (P. L. 1899, p. 431). Under the provisions of the Trust Company Act of 1899, not only is the organization of a trust company forbidden under any other act, but the act forbids the exercise of certain specified powers exclusively conferred upon trust companies (P. L. 1899, p. 453), the more important of which are: "(1) To act as the fiscal or transfer agent of any state, municipality, body politic or corporation, and in such capacity to receive and disburse money. “(2) To transfer, register and countersign certificates of stock, bonds or other evidences of indebtedness, and to act as agent of any corporation, foreign or domestic, for any purpose now or hereafter required by statute or otherwise. "(5) To act as trustee under any mortgage or bond issued by any municipality, body politic or corporation, and to accept and execute any other municipal or corporate trust not inconsistent with the laws of this state. "(16) To receive and manage any sinking fund of any corporation, upon such terms as may be agreed upon between said corporation and those dealing with it. "(17) Generally to execute trusts of every description not inconsistent with the laws of this state or of the United States." There are other classes of corporations not specified in this section for the incorporation of which separate acts have also been passed. Among them are gas companies (G. S., p. 1608), water companies (G. S., p. 2199), sewerage companies (G. S., p. 2190), street railways (G. S., p. 3216), and traction companies (G. S., p. 3235). These acts are not by their terms expressly exclusive. Can companies, for the organization of which other general laws exist, be lawfully incorporated under this act? The safe answer is the negative. "The effect of a separate Act of the Legislature providing for the organization of a class of corporations, or corporations with certain powers, in ways and under conditions inconsistent with or different from those prescribed by the 'Act concerning corporations,' is to prohibit their organization under the 'Act concerning corporations.'"' Montclair Military Academy v. Assessors, 65 N. J. Law, 516. See also Fogg v. Ocean City, 74 N. J. Law, 362; McCarter v. Hudson County Water Co., 70 N. J. Eq., 695; aff'd 209 U. S., 349, 52 L. Ed., 828; Perrine v. Jersey Central Traction Co., 70 N. J. Law, 168. # * * In Richards v. Dover, 61 N. J. Law, 400, 402, the court said: "The passage of these general laws authorizing the incorporation of gas companies shows a clear legislative intent to separate gas companies from those corporations which may lawfully be organized and provided under the general corporation act, and to subject the former to limitations and restrictions not applicable to the latter. Mr. Justice Magie, in Domestic Telegraph Co. v. Newark, 49 N. J. Law, 344, 348, said that the passage of the act providing for the organization of telegraph and telephone companies, in modes and under conditions quite inconsistent with those prescribed by the general corporation act, seemed to be a strong legislative declaration * * that such companies could not be organized so as to acquire a corporate existence under the latter act. In my judgment, the Legislature has clearly expressed its intention that no corporation shall acquire or exercise the franchise of a gas company without subjecting itself to the salutary provisions of the gas act by incorporating under it." "A certificate of incorporation filed under this Act cannot include powers such as are intended to derive profit from the loan and use of money." McCarter v. Imperial Trustee Co., 72 N. J. Law, 42. In United States v. Northern Securities Co. it was held that the language of this section means, obviously, that whatever powers the incorporators see fit to assume, they must hold and exercise for the accomplishment of lawful objects. However extensive and comprehensive these powers may seem to be, they shall not be exercised to set at defiance any lawful statute of Congress or of any state. 120 Fed. Rep., 721, at page 727; aff'd 193 U. S., 197. This section does not authorize the incorporation of companies for the purpose of diverting streams and storing and selling the water. McCarter, Att'y-Gen 'l, v. Hudson Water Co., 70 N. J. Eq., 695. Partners who have formed a corporation may not thereafter become at will either a partnership or a corporation with intent to reap the advantages of both forms. Jackson v. Hooper, 76 N. J. Eq., 592. A corporation formed for the purpose of examining titles to property has the same privileges of examining public records as an individual. West Jersey Title & Guaranty Co. v. Barber, 49 N. J. Eq., 474. Powers. For the statutory enumeration of the general powers of a corporation, see Section 1, ante. Persons. The word "persons" in this Act does not include corporations. By analogy, Coddington v. Exrs. of Havens, 8 N. J. Eq., 590. A corporation cannot in its own name subscribe for stock, or be a corporator under the general railroad law; nor can it do so by simulated compliance with the provisions of the law through its agents as pretended corporators and subscribers for stock. Central R. R. Co. of N. J. v. Pa. R. R. Co., 31 N. J. Eq., 475, 494. Compare Section 51, post, giving any corporation the power to purchase, hold, &c., stock and bonds of other corporations. A corporation, though an artificial person existing only in contemplation of law, may act inherently for itself through its administrative officers, as a natural person. Likewise it may authorize an agent or attorney to act for it. When it does not go outside of its corporate machinery and capacity in doing a corporate act, it is a confusion of terms and of ideas to say that it is acting through an agent when the fact is that it is acting through an agency, and in chief. Am. Soda Fountain Co. v. Stolzenbach, 75 N. J. Law, 721; 16 L. R. A. (N. S.), 703, and cases cited. Infants. The statute authorizes persons to form a corporation; it is implied that they shall be of full age. Matter of Globe, &c., Ass'n, 135 N. Y., 280, 284, and cases cited. See also Lindley on Companies, p. 39. In England it has been held that the incorporation is not rendered invalid by the fact that one of the subscribers was an infant. Nassau Phosphate Co., 2 Ch. D., 610. 7. Business outside the state. Any corporation of this state, heretofore or hereafter organized under the laws of this state, may conduct business, have one or more offices, and hold, purchase, mortgage and convey real and personal property outside of this state in any of the several states, territories, possessions and dependencies of the United States, the District of Columbia, and in foreign countries; provided, such powers are included within the objects set forth in its certificate of incorporation or charter. As amended by Chap. 263, Laws of 1905; P. L. 1905, p. 515. The power of a corporation to do business in a state other than the state of its creation depends primarily on the charter, subject to the conditions imposed by the state where the business is carried on. Baltimore & Ohio R. R. Co. v. Koontz, 104 U. S., 5; see also Bank of Augusta v. Earle, 13 Pet., 519, 588. The power of a New Jersey corporation to do business without the state is based upon this provision. The corporation exists by force of the law that created it, and where that law ceases to exist and is not obligatory, the corporation can have no existence. Hilles v. Parrish, 14 N. J. Eq., 380, 383. Under the Act of 1875 and the supplement of 1889 (P. L. 412) a corporation could carry on a part of its business out of the state, provided that the portion of such business to be carried on out of |