46

CORPORATIONS. [ART. 26.
transferable as shall be prescribed by the by-laws of

Transfers.

the corporation; and no shares shall be transferable
until all previous calls thereon shall have been paid in,
or shall have been declared forfeited for the non-pay-
ment of the calls thereon.

Liability of
stockholders.

59. All the stockholders of any such corporation
shall be severally and individually liable to the credit-
ors of the corporation of which they are stockholders,
to an amount of stock equal to the amount of stock
held by them respectively, for all debts and contracts
made by the corporation, until the whole amount of
the capital stock fixed and limited by the corporation
shall have been paid in, and a certificate thereof made
and filed as- prescribed in the following section of this

When capital
stock to be
paid in

article; and the capital stock so fixed and limited,
shall all be paid in, one-half thereof in one year, and
the other half thereof in two years, from and after the
incorporation of said company, or such corporation
shall be dissolved.

Certificate of
capital stock,
&c

60. The president and a majority of the trustees,
directors or managers of such corporation, within thirty
days after the payment of the last instalment of the
capital stock, as fixed and limited in the certificate
of incorporation, shall make a certificate stating the
amount of the capital stock so fixed and paid in, and
of all property received in payment for any of said
subscriptions, and the extent to which said payments
have been so made in property, which certificate shall
be signed and sworn to by the president; and he shall,

To be recorded

within thirty days thereafter, file the same with the
clerk of the court in which the certificate of incorpora-
tion of said corporation was recorded, to be by said
clerk recorded.

When no per-
sonal liability.

61. No person holding stock in any such corpora-
tion as executor, administrator, guardian- or trustee,
and no person holding such stock as collateral security,
shall be personally subject to any liability as stockhold-

When bust
funds, &c,
liable.

ers of such corporation; but the person pledging the
stock shall be considered as holding the same, and shall
be liable as stockholder accordingly, and "the estates and