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CHAP. 94.
Election of officers
Proviso
Times of meeting
Powers
Certificates of
stock
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4. And be it enacted, That the stockholders shall meet on the first
Monday of January in every year, at such place as may be fixed
upon by the by-laws, of which notice shall be given at least twenty
days by the secretary in the newspapers before mentioned, and
choose, by a majority of votes present, their officers for the ensu-
ing year, as mentioned in the third section of this act, who shall
continue in office tor one year, and until others are chosen, and at
such other times as they may be summoned by the managers, in such
manner and form as shall be prescribed by the by-laws; at which
annual or special meeting they shall have full power and authority
to make, alter or repeal, by a majority of votes, in manner afore-
said, and to do and perform any other corporate act; Provided al-
ways, that no person shall have more than twenty votes at any
election or in determining any question arising at any meeting,
whatever number of shares he may be entitled to, and that each
person be entitled to one vote for each share by him or her held un-
der that number.
; 5. And be it enacted, That the said president and managers shall
meet at such times and places as shall be found most convenient for
the transacting of their business, and when met five shall be a
quorum, who in the absence of the president may choose a chair-
man, and shall keep minutes of ther transactions fairly entered in
a book; and a quorum being formed, they shall have full power and
authority to appoint all such surveyors, engineers, superintendants
and other artists and officers, as they shall deem necessary, to car-
ry on the intended work, and to fix their salaries and wages; to as-
certain the times, manner and proportions, in which the said stock-
holders shall pay the monies due on their respective shares; to draw
orders on the treasurer, provided that such drafts or orders be
signed by the president, or in his absence, by a majority of a quo-
rum present; and generally to do all such other acts, matters and
things, as by this act, and by the by-laws and regulations of the
company, they are authorised to do.
6. And be it enacted, That the president and managers first chosen,
shall procure certificates or evidence of stock for all the shares of
the said company, and shall deliver one such certificate, signed by
the president, and countersigned by the treasurer, and sealed with
the common seal of the said corporation, to each person for every
share by him subscribed and held, he paying live dollars for each
share, which certificate or evidence of stock shall be transferable
at his pleasure, in person, or by attorney duly authorised, in the
presence of the president or treasurer, each of whom shall keep ft
book for that purpose, subject however to all payments due or to
become due thereon; and the assignee holding any certificate,
having first caused the assignment to be entered in a book of the
company to be kept for the transfer of slock, shall be a member of
said corporation, and for every certificate assigned to him as afore-
said, shall be entitled to one share of the capital stock, and of all
the estates and emoluments of the company, incident to one share,
and to vote as aforesaid at the meetings thereof, and subject to all
penalties and forfeitures, and of being sued for all the balance and
penalty due or to become due on each share as the original subscri-
bers would have been.
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