Penalty. Capital stock may city, village or town, with the consent of the municipal authorities of said city, village or town and under such reasonable regulations as they may prescribe; and the said municipal authorities shall have power to exempt any corporation formed under the provisions of this act, from taxation on their personal property, for a period not exceeding three years from the organization of said corporation. §19. Any person wilfully injuring, or causing to be injured any property of any corporation created under this act, shall forfeit and pay to the said corporation treble the amount of damages sustained by such injury, to be recovered in any court having cognizance thereof. § 20. Any company which may be formed under this act, beincreas- may increase or diminish its capital stock, by complying with ed or dimi- the provisions of this act, to any amount which may be minished. deemed sufficient and proper for the purposes of the corpora meeting of; crease or tion. But before any corporation shall be entitled to diminish the amount of its capital stock, if the amount of debts and liabilities shall exceed the amount of capital to which it is proposed to be reduced, such amount of debts and liabilities shall be satisfied and reduced so as not to exceed such diminished amount of capital; and any existing company heretofore formed under any special act, may come under and avail, itself of the privileges and provisions of this act, by complying with the following provisions, and thereupon such company, its officers and stockholders, shall be subject to all the restrictions, duties and liabilities of this act. General 21. Whenever any company shall desire to call a meetMockholding of the stockholders, for the purpose of availing itself of ers to in the privileges and previsions of this act, or for increasing or diminish diminishing the amount of its capital stock, or for extending its business, it shall be the duty of the directors to publish a notice signed by at least a majority of them, in a newspaper in the county, if any shall be published therein, at least three successive weeks, and to deposit a written or printed copy thereof in the post-office addressed to each stockholder at his usual place of residence, at least three weeks previous to the day fixed upon for holding such meeting; specifying the object of the meeting, the time and place when and where such meeting shall be held, and the amount to which it shall be proposed to increase or diminish the capital, and the business of such company so extended, and a vote of at least two-thirds of all the shares of stock shall be nesessary to an increase or diminution of its capital stock, or the extension of its business as aforesaid, or to enable a company to avail itself of the provisions of this act. Meeting how orga 22. If at any time and place specified in the notice pronised and vided for in the preceding section of this act, stockholders conducted. appear in person or by proxy, in number representin business shall not less than two-thirds of all the shares of stock of the corporation, they shall organise by choosing one of the directors chairman of the meeting, and also a suitable person for secretary, and proceed to a vote of those present, in person or by proxy, and if on canvassing the votes, it shall appear that a sufficient number of votes has been given in favor of increasing or diminishing the amount of capital, or of extending its business as aforesaid, or for availing itself of the privileges and provisions of this act, a certificate of the proceedings, showing a compliance with the provisions of this act, the amount of capital actually paid in, the whole amount of debts and liabilities of the company, and the amount to which the capital stock shall be increased or diminished, shall be made out, signed and verified by the affidavit of the chairman, and be countersigned by the secretary; and such certificate shall be acknowledged by the chairman, and filed as required by the first section of this act, and when so filed, the capital stock of such corporation shall be increased or diminished, to the amount specified in such certificate, and the business extended as aforesaid, and the company shall be entitled to the privileges and provisions, and be subject to the liability of this act, as the case may be. powers. 23. Every corporation created under this act, shall pos- General sess the general powers and privileges, and be subject to the liabilities and restrictions contained in title third of chapter eighteen of the first part of the Revised Statutes. 24. This act shall take effect immediately. CHAP. 38. AN ACT to amend the charter of the Troy and Greenbush Passed February 17, 1848. The People of the State of New-York, represented in Senate and Assembly, do enact as follows: be increas §1. The Troy and Greenbush Railroad Association may in- Stock may crease its capital stock fifty thousand dollars, by making new ed." stock and by subscription thereto; said stock to be divided into shares of fifty dollars each, the shares to be deemed personal property, and to be transferred in the manner that the present stock of said corporation is now or may from time to time be made transferable. § 2. This act shall take effect immediately. propriated. CHAP. 39. AN ACT to revive an act, entitled "An act for the relief of the Shinecock tribe of Indians," passed April 19, 1831. Passed February 17, 1848, "three-fifths being present." The People of the State of New-York, represented in Senate and Assembly, do enact as follows: Money ap- § 1. The sum of two hundred and forty dollars is hereby appropriated, to be received and expended by the town superintendent of common schools of the town of Southampton, in the county of Suffolk, in the payment of the wages of a competent school teacher or teachers, to be by him employed in instructing the children between the ages offive and sixteen years belonging to the Shinecock tribe of Indians residing in said town; said sum of money to be paid, one-third thereof immediately, and the residue in two equal annual payments on the first day of February, in the years eighteen hundred and forty-nine and eighteen hundred and fifty. Act of 1831 suutt 071853 Companies § 2. The act entitled "An act for the relief of the Shinecock tribe of Indians," passed April 19th, 1831, is hereby revived, except so far as it is inconsistent with this act. The duties thereon charged upon the commissioners of schools, are hereby charged upon said town superintendent of common schools. § 3. This act shall take effect immediately. CHAP. 40. AN ACT to authorise the formation of corporations for manufacturing, mining, mechanical or chemical purposes. Passed February 17, 1848. The People of the State of New-York represented in Senate and Assembly, do enact as follows: 1. At any time hereafter, any three or more persons who may desire to form a company for the purpose of carrying on any kind of manufacturing, mining, mechanical or chemical business, may make, sign and acknowledge before some officer competent to take the acknowledgment of deeds, and file in the office of the clerk of the county in which the business of the company shall be carried on, and a duplicate thereof in the office of the Secretary of State, a certificate in writing in which shall be stated the corporate name of the said company, and the objects for which the company shall be formed, the amount of the capital stock of the said company, the term of its existence, not to exceed fifty years, the number of shares of which the said stock shall consist, the number of trustees and their names, who shall manage the concerns of said company for the first year, and the names of the town and county in which the operations of the said company are to be carried on. compa become bo be elected. §2. When the certificate shall have been filed as aforesaid, When to the persons who shall have signed and acknowledged the diss corposame, and this successors, shall be a body politic and corpo- rate. rate, in fact and in name, by the name stated in such certificate; and by that name have succession, and shall be capable of suing and being sued in any court of law or equity in this state, and they and their successors may have a common seal, and may make and alter the same at pleasure; and they shall, by their corporate name, be capable in law of purchasing, holding and conveying any real and personal estate whatever which may be necessary to enable the said May ny to carry on their operations named in such certificate, but shall not mortgage the same or give any lien thereon. or med §3. The stock, property and concerns of such company Trustees to shall be managed by not less than three nor more than nine trustees, who shall respectively be stockholders in such company and citizens of the United States, and a majority of whom shall be citizens of this state, who shall, except the first year, be annually elected by the stockholders, at such time and place as shall be directed by the by-laws of the company; and public notice of the time and place of holding such election shall be published not less than ten days previous thereto, in the newspaper printed nearest to the place where the operations of the said company shall be carried on; and the election shall be made by such of the stockholders as shall attend for that purpose, either in person or by proxy. All elections shall be by ballot, and each stockholder shall be entitled to as many votes as he owns shares of stock in the said company, and the persons receiving the greatest number of votes shall be trustees; and when any vacancy shall happen among the trustees, by death, resignation or otherwise, it shall be filled for the remainder of the year in such manner as may be provided for by the by-laws of the said company. may be §4. In case it shall happen at any time, that an election Election of trustees shall not be made on the day designated by the held on any by-laws of said company, when it ought to have been made, day. the company for that reason shall not 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 said bylaws, and all acts of trustees shall be valid and binding as against such company, until their successors shall be elected. 5. There shall be a president of the company, who shall be Officers. designated from the number of the trustees, and also such subordinate officers as the company by its by-laws may designate, who may be elected or appointed, and required to give such make calls holders. security for the faithful performance of the duties of their of fice as the company by its by-laws may require. Trustees to § 6. It shall be lawful for the trustees to call in and demack mand from the stockholders respectively, all such sums of money by them subscribed, at such times, and in such payments or instalments as the trustees shall deem proper, 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 stockholders within sixty days after a personal demand or notice requiring such payment shall have been published for six successive weeks in the newspaper nearest to the place where the business of the company shall be carried on as aforesaid. To make by laws. Stoek ble. transfera Copy of certificate to be dence. ers. §7. The trustees of such company shall have power to make such prudential by-laws as they shall deem proper for the management and disposition of the stock and business affairs of such company, not inconsistent with the laws of this. State, and prescribing the duties of officers, artificers, and servants that may be employed; for the appointment of all officers, and for carrying on all kinds of business within the objects and purposes of such company. §8. The stock of such company shall be deemed personal estate, and shall be transferable in such manner as shall be prescribed by the by-laws of the company; but no shares shall be transferable until all previous calls thereon shall have been fully paid in, or shall have been declared forfeited. for the non-payment of calls thereon: And it shall not be lawful for such company to use any of their funds in the purchase of any stock in any other corporation. §9. The copy of any certificate of incorporation, filed in pursuance of this act, certified by the county clerk or his deputy, to be a true copy, and of the whole of such certificate, shall be received in all courts and places, as presumptive legal evidence of the facts therein stated. Liability of § 10. All the stockholders of every company incorporated stockhold under this act, shall be severally individually liable to the creditors of the company in which they are stockholders, to an amount equal to the amount of stock held by them respectively for all debts and contracts made by such company, until the whole amount of capital stock fixed and limited by such company shall have been paid in, and a certificate thereof shall have been made and recorded as prescribed in the following section; and the capital stock, so fixed and limited, shall all be paid in, one half thereof within one year, and the other half thereof within two years from the incorporation of said company, or such corporation shall be dissolved. Certificate § 11. The president and a majority of the trustees, within of the pay- thirty days after the payment of the last instalment of the ment |