[Numbers refer to pages.] Employees (Continued) compensation of, 71. embezzlement by corporate employee, penalty, 327. president's salary not a preferred claim, 55. Errors in Certificate of Incorporation amended certificate for correction of, 251. Errors in Conveyances correction of, by corporate officers, 297. Estoppel acceptance of benefits of ultra vires contract, 22. holder, 22. assent of stockholders to transaction, 22. laches in stockholders' suits, 4, 22. ultra vires, when not a defense, 20-22. Evidence administrator's and executor's right to vote, 131. ownership of shares, certificate of stock as, 83, 84. Execution against corporation, 171. to stock- condition precedent to issue of, in certain cases, 216. satisfaction of, 172. Executive Committee delegation of power to, by directors, 59. Executors and Administrators investments by, 127. rights at stockholders' meetings, 127. voting by, 127, 131. evidence of right, 131. [Numbers refer to pages.] Extension of Corporate Existence authority to make, 100, 103, 244. Existence admission of, in certain actions, 2, 3. allegation of, in suits, 2. challenge of, by quo warranto proceedings, 47. duration of, to be fixed, 35. extension of, 100, 103, 244. effect of, on existing powers, 244. maximum term of, not limited by statute, 42. renewal of, proceedings for, 244-246. validity of, may be tested by state, 47. schedule of, payable to secretary of state, 709. Filing certificate of incorporation, 44. effect of, if defective, 37, 46. certificate of payment of capital stock, 98. penalty for failure to file, 99. corporate existence, begins upon, 46. fees for, 241. table of fees payable for, 709. Foreclosure of Mortgage bondholder may institute suit for, 9. cestui que trustent as parties, 9. notice, neglect to give, bondholders' rights, 11, sale, equity action to set aside, 9. [Numbers refer to pages.] Foreclosure of Mortgage (Continued) trustee's action for, 8. bondholder's claims not to be litigated in, 8. Forfeiture of Charter acts in excess of powers, liability for, 23. liability for because of acts ultra vires, 23. repeal by governor, 275. power of renewal, 278. usurpation of powers creates liability for, 23. Forfeiture of Shares neglect to pay assessments, 97. Foreign Corporations actions by, when not maintainable, 220. agent of, address of, to be stated in every certificate, 139. agent of, to be designated, 218. death, removal or disqualification of, 221. annual report to be filed by, 136-137. failure to file, penalty, 138. attachments against, 223. authority to transact business in state, 217. revocation of, for failure to appoint agent, 138, 221. certificate of incorporation, copy of, to be filed, 218. attestation of, by president and secretary, 218. contracts made in this state by, 220. doing business, meaning of term, 219, 220. fee payable by on filing charter, 241, 242. internal affairs of, not subject to interference, 20. liability of stockholder, 93. mandamus upon, service of, 224. officer of, when privileged from service of process, 212. principal office, location, to be given in all reports, etc., 139, 140. designation of, before transacting business, 218. process against, service of, 210-213. agent to be designated to receive, 218. real estate may be acquired and held by, 217. retaliatory tax law, 223, [Numbers refer to pages.] Foreign Corporations (Continued) service of writs upon, 224. subject to general corporation law, 217. substituted service against, 138, 221. table of fees payable by, 709. taxes and fees payable by, 224, 241. transaction of business in state without authority, penalty, 222. validity of statutes imposing terms upon, 219. Founders' Shares creation of, permitted. 80. Franchise forfeiture of, for acts ultra vires, 23. surrender of, by incorporators, 117. tax upon, 263. preferred debt in case of insolvency, 206. General Corporation Law banking powers, prohibited under, 24. certificate of incorporation under, 34. contents of, 34, 35. formation of corporations under, 28. provisions of, become part of charters, 28. General Franchise Tax action maintainable to collect, 272. annual report, to State Board of Assessors, 263. failure to make, penalty for, 270. false report, penalty for, 270. application of the act, 266. basis of the tax, 267. duties and powers of state assessors, 271. erroneous assessments, correction of, by court, 281. excessive assessment, readjustment of, 279. right of, waived after three months, 280. illegal assessments to be refunded, 280. injunction in case of arrears in, 273. insolvent corporation, payment by, 267. preferred debt in case of, 272. manufacturing corporations, exemption in favor of, 263, 264, 268. meaning of the term "manufacturing," 268, 269. [Numbers refer to pages.] General Franchise Tax (Continued) nature of the tax, 266. non-payment for two years, charter voidable, 274. attorney-general may proceed against corporation, 276. governor's proclamation for repeal of charter, 275. penalty for exercise of powers after, 275. renewal of charter after, 278. inadvertences relative to, correction of, 277. rate of tax, 263, 264. General Stock (see Common Stock) term synonymous with "common stock," 77. Governor extension by, of time to pay franchise tax, 274. repeal of charters by, for non-payment of franchise tax, 275. penalty for exercise of powers after, 275. Guarantee of Bonds power to make, 10. Guarantee of Dividends power to make, 20. Guardians rights at stockholders' meetings, 127. voting by, 127, 131. Holding Companies authority for, 163. monopoly arising from, 164. voting by, 163. Hypothecated Stock voting upon, regulated, 127. Incorporators addresses of to be in certificate of incorporation, 35. |