COPYRIGHT, 1898, BY JAMES B. DILL COPYRIGHT, 1901, BY JAMES B. DILL COPYRIGHT, 1902, BY JAMES B. DILL COPYRIGHT, 1911, BY MARY W. DILL PREFACE TO FIFTH EDITION. The first edition of Dill on New Jersey Corporations appeared in 1898. This little volume was devoted primarily to a statement of the corporation laws of New Jersey with notes of the leading decisions, but it formed a basis for the larger editions of 1899 and 1901, in which the author devoted more space to forms and precedents. In 1902, the fourth edition appeared. Not only were the notes of decisions extended, but the number of forms and precedents was greatly increased in accordance with the opinion of Mr. Dill that this feature of the book was entitled to more elaboration than had previously been accorded. Except for pamphlet editions of the statute and case law, supplemented by a few forms, which have been issued from time to time, there has been no revision of the larger volume since 1902, and that edition has long since been exhausted. The changes in the corporation laws of New Jersey and the numerous important decisions rendered by the courts during the past ten years, have made the publication of a new edition imperative. The preparation of the fifth edition was well under way when the labors of Judge James B. Dill were terminated by his sudden death in December, 1910, which necessitated the completion of the work by others. In the re-writing of the book the statute law has been brought down to date of issuance. It may also be noted that great care has been exercised in amplifying the number of practical forms and in digesting the numerous opinions handed down by the courts from the publication of the first edition to the present time. Cross references to the New York decisions have been made wherever deemed applicable to New Jersey statutes. It is thought that the index, prepared by the senior editor, will enable those using the book to find readily everything contained therein. The editors hope that the revision and enlargement of this important work will add to its value and make it a ready and serviceable aid to those who are dealing with corporation matters. New York, October, 1911. FRANK WHITE. FRANK C. MCKINNEY. TABLE OF CONTENTS. 1. Powers of corporation in general; to have succession; to sue, etc.; common seal; hold real estate; also realty taken for II.-Formation, Constitution, Alteration, Dissolution. 6. Purposes for which corporations may be formed. 7. Any corporation of this state may conduct busines in other 8. Certificate of incorporation and matters to be contained therein. 9. Authentication and record of certificate; copy evidence. 10. Corporate existence begins on filing certificate. 11. Power to make and alter by-laws. 12. Business of corporation to be managed by directors; how chosen; residence; classification; executive committee. 13. Officers; powers of; de facto; contract signed by; duties of 17. Absent stockholders may vote by proxy; voting; quorum. 18. Stock; two or more classes may be created. Founders' shares. 18a. *Conversion of preferred stock into bonds; issue of bonds con- For convenience of reference, certain supplementary acts have been |