THOMAS SWANN, ESQUIRE, GOVERNOR. 399
Sec. 3. And be it enacted, That this corpora-
tion shall not commence the business for which it
is incorporated until ten thousand dollars of its
capital stock shall have been paid in cash. |
When to com-
mence busi-
ness. |
Sec. 4. And be it enacted, That the stock,, prop-
erty, concerns and business shall be managed and
conducted by a board of Directors to consist of not
less than three and not more than five persons ;
the Directors shall be elected by the stockholders
from among their number, and whenever a Di-
rector ceases to be a stockholder his office shall be
vacated; the Directors shall appoint one of their
number as President, who shall be elected annual-
ly at such times as the said corporation by its by-
laws may direct; and that the first election shall
be held at the time of the acceptance of this Act
of incorporation or as soon thereafter as may be
convenient, and in case of the death, resignation
or disqualification of a Director, the place of said
Director may be filled by the vote of a majority of
the remaining Directors, and in all cases the Di-
rectors shall act until their successors are chosen ;
in the election of Directors every stockholder shall
be entitled to give in person or by proxy one vote
for each share of the capital stock standing in his,
her or their name on the books of the corpora-
tion. |
Affairs of the
Company—
how managed, |
Sec 5. And be it enacted, That the Directors
shall from time to time declare and pay to the
stockholders dividends of so much of the profits
realized by this corporation as they deem ex-
pedient, after reserving such sums as they shall
decide to be reasonable, to meet the expenses of
repairs, building or purchasing real estate and ar-
ticles for the use of said corporation and the pros-
ecution of its business, and that the vote declaring
such dividends be taken by yeas and nays and re-
corded upon the minutes, and that no dividend
shall be declared except out of the net profits of
the business of the Company, and the Directors
present and voting for the declaring of any divi-
dend made contrary to this provision, shall there-
by become jointly and severally liable for all the
debts of the said corporation then existing, and
that shall thereafter be contracted so long as they
respectively continue in office; provided, that if |
Authority to
declare and
pay dividends. |
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