No. 8. Section 54. Certificate as to Payment of Capital Stock. We, the president and a majority of the directors of the Jones Manufacturing Company, a corporation duly organized under the "Business Corporation Law," of New York, and located and doing business at Albany N. Y., hereby certify, that the whole amount of capital stock of said corporation has been paid in. John Jones, Richard Roe, John Doe and Thomas Roe, being severally duly sworn, does each for himself say, that the said John Jones is the president of the Jones Manufacturing Company, and the said Richard Roe, John Doe and Thomas Roe are directors of said company, and a majority thereof; that he has read the foregoing certificate, subscribed by him and knows the contents thereof, and that the same is true. (Jurat.) (Add acknowledgment clause as in No. 1 of General Corporation Law.) INDEX. A. SECTION. Action against company, within what time brought, to hold stockholder...... ... .... ........ Amended certificate, for purchase or exchange of stock, etc., of other corporation.... ...... .... .... Annual report of stock corporation, provisions covering Application to replace lost stock certificate........... Assets, annual report to state.... Assets, final distribution of.... .... .... B. Banking cos., conveyance, etc., by restricted............. ...... ........ Banks, consent of superintendent to change number of directors. etc., of corporations, may be purchased by each other. ...... 48 21 of domestic corporation, other corporation may guarantee... Certificate by director to relieve from liability for failure to file annual report.. 30 for reorganization...... ........ Change of number of directors, proceedings in to be filed.... City authorities, assent of, to reorganization. issue of.... Competion, prevention of, forbidden. ...... .... .... ...... .... .... ...... .... Comptroller, approval of reduction of capital stock ........ ...... SECTION. 21 59 6 4 ...... may buy and exchange each others stock....... Creditor, damaged by false report, etc., officers liable D. ...... Damages caused by illegal issues, directors liable for... must be in judgment, etc., before action against stockholder............ Deed of trust, sale of franchise, etc., under.... Directors, acts of, when void.... 24 29 30 54 2 24 55 5 22 ... 20 21 ........ 22 30 31 25 24 24 48 may appoint officers, etc. .............. may refuse consent to transfer stock. of stock corporation, one-fourth to be elected annually.......... unauthorized dividend by, liability for. Discounts, for stockholders forbidden. Dissolution, voluntary...... Distribution, final, of assets Dividends, confined to surplus profits... unauthorized, directors liable for. preferences in payment of... Duties of officers, etc., how prescribed.. ...... ...... ...... .... Employes' wages, liability of stockholders for. ..... ............ ...... 22 27 47 40 54 Exchange of stock, etc., by corporations with each other........... Executors, when liable as stockholders..... .... ........ ...... ...... ...... ........ .......... ...... ............ Foreclosure, payment of mortgage debt by stockholders................. Foreign corporation, exhibition of books by transfer agent of.......... may be sold.... .... .... 27 20 44 21 40 Insurance, consent of superintendent, to change number of directors.. Issue of stock.... J. Judgment creditors, access by, to stock book................ ........ ... Judgment, etc., must be obtained on debt, before suit against stockholder....... L. Liability for damages, for failure, etc., to keep, etc., books........ of officers, for false certificates, etc..... of directors, for illegal loans.... of directors, for unauthorized bonds, etc..... .... |