Board of directors shall keep

-condition.

owner of such logs, timber, or lumber, and the charges for which the same is to be sold.

(2734.) SEC. 19. The board of directors of any such company stream in good shall at all times after commencing the collection of any tolls from persons using said improved stream or waters, keep such portions of the stream or waters clear of all unnecessary obstructions, and in good condition for the passage of rafts, timber, logs, lumber, vessels, or boats for which toll is charged, and in case of any dilapidation or obstruction which is calculated to endanger or delay the passage of rafts, timber, logs, or lumber, boats or vessels as aforesaid, it shall be the duty of the board of directors, without unnecessary delay, to make such repairs as shall restore such stream or waters to their proper condition; and in case said board of directors shall fail to comply with the provisions of this section, the corporation shall for every such neglect or refusal, be liable to a forfeiture of one hundred dollars, to be recovered in an action of debt, by any person aggrieved or injured thereby: Provided, That in all cases one of said board of directors shall first have been notified of such defect, and the necessary time for its repair shall have elapsed after such notice and before the commencement of such suit.

Liability for

Proviso.

Punishment for willfully obstructing, etc.

Obstructing floatage with logs, etc.

(2735.) SEC. 20. If any person shall willfully obstruct any stream or waters improved under the provisions of this act, or any part thereof, or shall willfully destroy or injure any buildings, piers, dams, fixtures, banks, or other constructions in use upon the same belonging to said company, such person or persons so offending shall, for every offense, be deemed guilty of a misdemeanor, and shall be punished by a fine not exceeding five hundred dollars, or by imprisonment in the county jail not more than one year, in the discretion of the court.

(2736.) SEC. 21. If any person or persons shall put or cause to be put into said stream or waters any logs, timber, or lumber, and shall not make adequate provisions and put on sufficient force for breaking jams of such logs, timber, or lumber in or upon such stream or waters, or for running, rafting, or driving the same, and thereby obstruct the floatage or navigation, it shall be lawful for such company to cause such jams to be broken, and such logs, lumber, or timbers to be run, driven, booined, rafted, or secured, at the charge or expense of the person or persons owning said logs, timber, or lumber; Company shall and said company shall have a lien upon such logs, timber, or lumber as shall be sufficient to pay and satisfy all just and reasonable charges therefor, and expense and cost thereof, and shall be

have lien on

such logs, etc.,

for expenses of removing.

entitled to take and retain possession of such logs, timber, or lumber, or so much thereof as may be necessary to satisfy the amount of such charges for breaking such jams, and for driving, booming, rafting, and running of said logs, timber, or lumber, and expenses and costs thereon, until the same be satisfied and paid; and such corporation shall proceed to collect such charges, costs, and expenses in the manner hereinafter prescribed.

sumpsit may be

isfy lien.

(2737.) SEC. 22. Any such corporation claiming any lien may Action of asbring an action of assumpsit against the owner of such property, brought to sat to determine and satisfy the amount of such lien. The proceedings in such actions shall be in accordance with the practice of the courts in which such action is commenced, in actions of assumpsit, Proceedings in and the property so held may be levied upon and sold to satisfy any judgment which may be rendered against such owner, together with all costs of such suit, including the costs and expenses of providing for the care and safety of such property.

such action.

when owner of

not be ascer

tice, publication

(2738.) SEC. 23. If the owner of such logs, timber, or other float- Proceedings ables cannot be ascertained, or is without the jurisdiction of the such logs cancourt, the proceeding to ascertain and determine the amount of such tained. lien may be against the property, and commenced by filing the petition of said corporation claiming such lien in the proper court, which shall contain a statement of the nature and amount of the claim, and a description of the property seized, and that the owner of such property is unknown, or is without the jurisdiction of the court, and praying for a judgment against such property for the amount of such claim, which petition shall be verified by the oath of the president of such corporation filing the same, or its agent or attorney. The plaintiff shall thereupon, and before any Plaintiff's notrial shall be had or judgment rendered in such proceeding, cause of, before trial. a notice to be published for four successive weeks, at least once in each week, in some newspaper printed and circulated in such county, or if none is printed and circulated in such county, then in such other newspaper published in this State as such court shall direct, which notice shall state the title of the court, the name of Contents of the plaintiff, the name of the owner of the property taken, if known, the nature and amount of the claim, and the description of the property upon which the lien is sought to be enforced. The owner When owner of such property shall have a right to appear and defend in such defend, etc. proceedings, at any time before judgment, upon such terms as the court shall direct; and in case of his appearance, an issue shall thereupon be formed as in actions of assumpsit, and all subsequent proceedings in such case shall be in accordance with the practice

may appear to

appear.

If owner fail to of such court in actions of assumpsit. If the owner shall fail to appear in such proceeding, the court may proceed, ex parte, to hear, try, and determine the facts alleged in such petition, and render such judgment thereon as justice may require. If judgment shall be rendered in favor of such plaintiff, the court shall thereupon order that the property covered by such lien, or as much thereof as may be necessary, be sold to satisfy the amount of such judgment, with costs.

When court shall order sale of property covered by lien.

Annual report to Secretary of State.

Contents.

Tax of one per cent on paid

ized.

(2739.) SEC. 24. On or before the first Monday in January in each year, it shall be the duty of the directors of every company formed under this act, to report to the Secretary of State, under the oath of at least two of the directors, the length of the stream or waters so improved, the cost of such improvements, the amount of money expended, the amount of their capital, how much of the same is paid in, and how much is expended, the whole amount of tolls or earnings expended on such improvement, the amount received during the previous year for tolls, and from all other sources, stating each separately, the amount set apart for repairs, the amount of dividends made, and the amount of indebtedness of such company, specifying the object for which such indebtedness accrued.

(2740.) SEC. 25. Each and every company formed under this act capital, author shall pay to the Treasurer of the State of Michigan an annual tax at the rate of one per cent on the whole amount of capital paid in upon the capital stock of said company, which tax shall be estiHow estimated. mated upon the last preceding report of said company, and shall be paid to the said Treasurer on the first Monday in July of each year, and shall be in lieu of all other taxes upon all the property of said company.

Liability of stockholders for

porate debts.

(2741.) SEC. 26. The stockholders of every company organized payment of cor- in pursuance of this act shall be jointly and severally personally liable for the payment of all debts and demands against such association, which shall be contracted, or which shall be or shall become due, during the time of their holding such stocks, for any labor or services done or performed for such company; but no stockholder shall be proceeded against for the collection of any debt or demand against such company, until judgment thereon shall have been obtained against the association, and an execution on such judgment shall have been returned unsatisfied, in whole or in part, or unless such association shall be dissolved.

When proceed

ings may be had

against stock

holders.

Shares deemed

personal property.

(2742.) SEC. 27. The shares of any company formed under this act shall be deemed personal property, and may be transferred as shall be prescribed by the by-laws of such company.

cess; upon

(2743.) SEC. 28. Service of any legal process against any such service of procorporation may be made on the president, treasurer, or upon any whom may be one of the directors of such company.

served.

(2744.) SEC. 29. All companies formed under this act shall at all Companies subject to general times be subject to all general laws in force relative to corporations. laws. SEC. 30. This act shall take immediate effect.

(2745.) SECTION 1. The People of the State of Michigan enact, Companies may That any number of persons, not less than five, may be formed be organized. into a corporation for the purpose of maintaining, repairing, and improving any canal, with water-power appurtenant thereto, constructed and used for the transmission of water and the creation

of water-power thereby for manufacturing uses, by complying with the following requirements: Notice shall be given in at least one Requirements. newspaper printed in the county in which the said canal may be situated, and if there be no newspaper printed in said county, then such notice shall be printed in some newspaper of an adjoining county having circulation in said county, of the time and place where all persons desirous of forming such company may meet Articles of asand subscribe articles of association, and elect directors of such company, in which articles of association shall be set forth the name of the company, the number of years the same is to be continued, which shall not exceed thirty years from the date of said articles, the number and names of the directors who shall manage the concerns of the company for the first year, and shall hold their

sociation.

Subscribers to sign articles.

filed.

offices until others are elected, the canal on which the business of said company is intended to be done, and the place within the State where the office of said company shall be kept.

(2746.) SEC. 2. Each subscriber to such articles of association shall subscribe thereto his name and place of residence. The said Articles, where articles of association shall be filed in the office of the Secretary of State, and thereupon the persons who have so subscribed, and all persons who from time to time shall associate with them, shall Body corporate. be a body corporate, by the name specified in such articles, and as such shall be capable of suing and being sued in all courts, and in all manner of actions, and may have a common seal. A copy Copy of articles of any articles of association filed in pursuance of this section, incorporation. with a copy of an affidavit, made by at least two of the directors named therein, setting forth that all prior proceedings of said association had been in strict conformity with all the provisions of this act, indorsed thereon or annexed thereto, and certified by the Secretary of State to be a true copy of the whole of such articles of association and of such affidavit, shall be in all courts and places presumptive evidence of the incorporation of such company and the facts therein stated.

to be evidence of

Board of direct

ors.

Officers of.

How members constituted.

(2747.) SEC. 3. The business of said company shall be under the management and direction of a board of directors, composed of not less than three nor more than seven, who, after the first year, shall be elected annually, at such time and place, and after such notice of the election, as the by-laws shall prescribe, not less than thirty days previous to said election, and who shall hold their offices until their successors are elected. The said board shall elect from their number a president, and appoint a treasurer, who shall give such bond as the board of directors may require, and a secretary; and in case any vacancy shall occur in said board, the remaining directors may elect any member of said company to fill such vacancy as director for the remainder of the term and until a successor is elected; and in case said annual election of directors, from any cause, shall not be held at the time appointed, it shall be proper to hold the same at any time thereafter, upon giving like notice.

(2748.) SEC. 4. Any person owning any interest in the canal and water-power under the control of such association may become a member thereof at any time by subscribing his name to the articles of association; and any person or persons who shall purchase an interest in said water-power of any member of this association shall become a member of said association without other act, and