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Proviso.

Stock deemed

Subscriptions inay be received

and true books of account; and the books of said corporation, containing their business and accounts, shall, at all reasonable times, be open for the inspection of any of the stockholders: And provided, That no transfer of the certificate of the stock of such corporation shall be valid, without the name being duly entered, of the person to whom transferred, on the books of the corporation.

(3284.) SEC. 14. The stock of every such corporation shall be personal prop- deemed personal property, and may be transferred as shall be prescribed by the by-laws of the corporation. The directors of any such company may, from time to time, receive subscriptions to by directors un stock in said company, until the whole amount of the stock of the association shall be subscribed; but no certificate of shares in When certificate any such company shall be issued until the whole amount of the shares mentioned in such certificate shall have been paid in full to the company.

til whole is subscribed.

may be issued.

Payment of sub-
Ecriptions.

On neglect to pay installment,

directors may

sue for, or de

clare stock for

feited.

(3285.) SEC. 15. The directors may require the subscribers to the capital stock of the company to pay the amount by them respectively subscribed, in such manner, and in such installments, as they may deem proper. If any stockholder shall neglect or refuse to pay any installment, as required by a resolution of the board of directors, the said board shall be authorized to sue for the same in the name of the corporation, or declare his stock and all previous payments thereon forfeited for the use of the company; Notice to be first but they shall not declare it so forfeited, until they shall have caused a notice in writing to be served on him personally, or by depositing the same in the postoffice, properly directed to him at the postoffice nearest his place of residence, stating that he is required to make such payment at the time and place specified in said notice, and that if he fails to make the same, that his stock, and all previous payments thereon will be forfeited for the use of the company, which notice shall be served, as aforesaid, at least thirty days previous to the day on which such payment is required to be made.

given.

Liability of stockholders for

corporation.

(3286.) SEC. 16. The stockholders of all corporations formed all labor etc., for under this act shall be jointly, severally, and individually liable for all labor and services performed for such corporation, which said liability, founded on this statute, may be enforced by a suit at law, in an action of assumpsit, at any time after an execution in favor of the plaintiff shall be duly returned unsatisfied in whole or in part, against said corporation: Provided always, That if any or several of said stockholders shall, by any such proceedings, be compelled to pay any such sum to creditors, he or they may recover

Proviso.

the same in full of the corporation, or may compel the stockholders, jointly or severally, or any number of them, to contribute ratably to reimburse him or them, in an action at law, or in chancery.

contents of,

(3287.) [SEC. 17. All corporations formed under the provisions Annual reports; of this act shall annually, in the month of March, make a report which shall state the amount of capital stock actually paid in, and the amount of money borrowed, if any; which report shall be signed by a majority of the directors, and verified by the oath of the president or secretary, and be filed in the office of the clerk of the county where its articles are filed.]

mons, etc.; on

made.

(3288.) SEC. 18. Service of any summons, declaration, notice, or Service of sumother process or paper, upon any incorporation formed under this whom may be act, may be made on the president, secretary, or treasurer, if either are to be found within the county where their articles are filed. If neither of them can be found therein, then such service may be made by posting a true and certified copy thereof in some conspicuous place at the general office of said corporation.

mer law.

(3289.) SEC. 19. Corporations formed under this act shall be sub- subject to forject to the provisions of chapter seventy-three of the Compiled Laws of this State, so far as the same may be applicable, and except as herein otherwise provided.

SEC. 20. This act shall take immediate effect.

[blocks in formation]

Companies.

Articles of association

Proviso.

An Act to authorize the formation of companies for the detection and apprehension of horse-thieves and other felons, and defining their powers.

[Approved February 15, 1859. Laws of 1859, p. 765.]

(3290.) SECTION 1. The People of the State of Michigan enact, That any number of persons, citizens of said State, not less than ten nor more than one hundred, may and are hereby authorized to form themselves into a company for the purpose of detecting and apprehending horse-thieves and other felons, as hereinafter provided.

(3291.) SEC. 2. Persons desirous of forming such company shall each subscribe articles of association, in which shall be set forth the name said company may choose, the residence of each member. the number of members, and the length of time for which said company has been formed, which shall not exceed ten years. But such articles of association shall first be laid before the county clerk of the county in which it is proposed to organize such company, as well as the by-laws governing the same, for his approval, in which case said company shall be organized, and not otherwise: Provided nevertheless, The said clerk shall have the right to strike the name of any member from such association, if he deem the public good require it; and it shall be the duty of the secretary or clerk of such association to report, under oath, the name of each and every member of such association, and their respective places of residence, whenever the county clerk shall demand it, under the

and recorded.

penalty of forfeiting their corporate privileges and powers. Said Articles filed articles of association shall be filed and recorded in the office of the recorder of the county in which the majority of the members of said company may reside; and a certified copy of said record shall be received as evidence in any court of the State of the existence of such company, and of membership of any person belonging thereto.

(3292.) SEC. 3. Whenever said articles of association shall be Incorporation. filed as above provided, the said company, under the name and style which they may designate, shall be a body politic and corporate, and by such name may sue and be sued, plead and be impleaded, unto any court of competent jurisdiction in this State, and shall have succession during any time not exceeding ten years, as provided in the second section of this act; may have and use a common seal, and attach [alter] the same at pleasure.

(3293.) SEC. 4. Said corporation may elect or appoint all such officers. officers as they may deem necessary for their organization, who shall severally hold their offices, and perform the duties that may be required of them by such company. Said officers shall serve either for or without compensation, as said company may direct.

(3294.) SEC. 5. A majority of said company shall have power to Constitution and adopt a constitution and by-laws for their government, and enforce by-laws, obedience to the same; which constitution and by-laws shall be consistent with the Constitution of this State and of the United States.

(3295.) SEC. 6. Such number of members shall form a quorum quorum. to transact business and sit upon their own adjournments, or call meetings, under such regulations as said company may adopt.

(3296.) SEC. 7. Said company may add to their numbers, or Admissions and expel members, under such regulations as they may prescribe; and expulsions. whenever a new member has been admitted, or a member expelled, such fact shall be certified by the proper officer, and recorded with the original articles of association.

(3297.) SEC. 8. Such company may receivė donations in money Donations. or other property, to be applied to the objects of the organization, and assess taxes or impose fines for the same purpose.

(3298.) SEC. 9. Such company shall have power to call to their aid the peace officers of this State, in accordance with law, in the pursuit and apprehension of felons and reclaiming State property; and each and every one of the members of such company, when engaged in arresting offenders against the criminal laws

Apprehension

of criminals.

of this State, shall be entitled to all the rights and privileges of

constables.

SEC. 10. This act shall take immediate effect.

CHAPTER CXXVII.

VILLAGES.

Villages with

resident popula

than three hundred, may be incorporated.

An Act to provide for the incorporation of villages.

[Approved February 17, 1857. Laws of 1857, p. 420.]

(3299.) SECTION 1. The People of the State of Michigan enact, tion of not less that any part of a town or towns not included in any incorporated village, and containing a resident population of not less than three hundred persons, and it shall include within its boundaries a territory of not more than one square mile in extent, containing a resident population of at the rate of not less than three hundred persons to every square mile of territory included within such boundaries, may be incorporated as a village, under the provisions of this act.

Application for such incorpora

supervisors.

(3300.) SEC. 2. Any number of legal voters, not less than fifteen, tion to board of residing within such territory, may make application for the incorporation of such village to the board of supervisors of the county in which such territory, or the larger part thereof, may be situated, at any regular session of such board.

Census to be

cants.

(3301.) SEC. 3. Such persons shall, before making such applicataken by appli- tion, cause an accurate census to be taken of the resident population of such territory, as it may be on some day not more than ten weeks previous to the time of presenting such application, as hereinafter provided; which census shall exhibit the name of every head of a family residing within such territory on such day, and the

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