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Certain Meetings and Corporate

(1835.) SEC. 3. All meetings, and all corporate acts of any Acts legalized. incorporated Mining Company, heretofore had or done without the limits of this State, and in the United States, shall be held, and are hereby declared to be as lawful and binding, as if the same had taken place within this State; but nothing herein contained shall be construed to create any forfeiture of the rights of any stockholder to his stock or property in such Corporation.

Taxation of Mining Companies.

(1836.) SEC. 4. In lieu of the specific tax on their corporate stock now provided for by law, all chartered Mining Companies, chartered by this State, shall hereafter be subject to the payment of specific taxes, in the manner and to the extent set forth in section twenty, of an act entitled, "An Act to authorize the formation of Corporations for Mining, Smelting, or Manufacturing Iron, Copper, Mineral Coal, Silver, or other Ores or Minerals, and for other Manufacturing purposes," approved February 5, 1853.

Powers of Corpo

ration to increase Stock.

An Act to Authorize Mining Corporations to Increase the Number of Shares into which their
Capital Stocks may be Divided.

[Approved February 9, 1857. Laws of 1857, p. 186.]

(1837.) SECTION 1. The People of the State of Michigan enact, That all Mining Corporations heretofore created by special acts of incorporation passed by the Legislature of this State, and duly organized under the same, shall have authority, each respectively, to increase the number of shares into which their capital stocks are divided, to such number as they may see Limitation of fit: Provided, That no Company shall divide its capital stock into more than twenty thousand shares, nor shall the capital stock of any such Company be increased by this act. (c) Increase not to (1838.) SEC. 2. No increase of the shares of the capital Corporation has stock of any Mining Corporation shall take effect under this sions of this Act. act, until such Corporation shall have accepted of its provi

Shares.

take effect until

accepted provi

sions, by resolution of the Board of Directors, and shall have filed in the office of the Secretary of State a certified copy of such resolution, and also a certificate of the Secretary of such

(c) As Amended by an "Act to Amend an Act entitled, 'An Act to Authorize Mining Corporations to increase the number of Shares into which their Capital Stock may be divided.' Approved and in force Feburary 17, 1857. Laws of 1857, p. 462." The Amendment merely struck out the following proviso at the end of the section: And Provided further, That the said Shares shall not be reduced below twenty-five dollars each.

Corporation, showing the number of shares into which its
capital stock is to be divided under this act.
SEC. 3. This act shall take immediate effect.

An Act to Authorize the Consolidation of Mining Companies.

[Approved February 17, 1857. Laws of 1857, p. 437.]

tions may con

(1839.) SECTION 1. The People of the State of Michigan enact, Mining CorporaThat any Mining Corporation organized under the act, solidate. approved February fifth, eighteen hundred and fifty-three, for authorizing the formation of Mining Corporations, is hereby authorized to consolidate with, and purchase from any other Mining Corporation organized under said act, all its property, rights and franchises, upon such terms as shall be mutually agreed upon; and the stockholders of the Corporation whose property, rights and franchises are thus purchased, shall become stockholders of the Corporation purchasing the same, in such proportions as shall be agreed upon in the terms of sale; and the Corporation, thus selling its property, rights and franchises shall become merged in and consolidated with the Corporation buying the same.

ty of Stockholders

(1840.) SEC. 2. No consolidation of one Mining Corporation Assent of majoriwith another, under this act, shall take place without the necessary. prior assent thereto of a majority of the stockholders of each Corporation, at the annual meeting of the stockholders, or at a special meeting duly called for that purpose.

chasing may call

prior Stock and

(1841.) SEC. 3. Any Mining Corporation thus purchasing Corporation purthe property, rights and franchises of another, shall have in and cancel its power to call in and cancel its prior certificates of stock, and issue New Stock. to make and issue to its stockholders, including those of the Corporation to be consolidated with it, new certificates of stock, in such proportions to each as each shall be entitled to, according to the terms of consolidation as agreed upon, and to forfeit the stock of any stockholder who shall not return his stock to be cancelled as aforesaid, within ninety days after actual notice of the resolution of the Corporation for calling in its stock, or who shall not return it after publication of notice of said resolution for ninety days, in some daily newspaper published in the State of Michigan.

chasing liable for

(1842.) SEC. 4. All dues, demands, contracts and liabilities Corporation pur of any Corporation thus selling its property, rights and dues of Corporafranchises to another, shall be and remain in force against the

tion selling.

Capital Stock not to be increased

Act.

Corporation purchasing the same, in like manner as if originally incurred by it; and all rights of creditors, and all liens upon the property of either Corporation, shall remain unimpaired, and the respective Corporations shall continue to exist so far as may be necessary to enforce the same.

(1843.) SEC. 5. No Corporation with which another may be by virtue of this consolidated under this act, shall be allowed to increase its capital stock by virtue of this act, but such Corporation shall, in all respects consistent with this act, be subject to the provisions of the general law of this State above referred to, authorizing the formation of Mining Corporations. SEC. 6. This act shall take immediate effect.

[blocks in formation]

Corporations may be organized for

Music.

An Act for the Incorporarion of Musical Societies.

[Approved February 16, 1857. Laws of 1857, p. 354.]

(1844.) SECTION 1. The People of the State of Michigan enact, Instruction in That Corporations may be organized under the provisions of this act, for the instruction of vocal and instrumental Music, and the giving of public vocal and instrumental Concerts, subject to the provisions hereinafter set forth.

ment how ex

Articles of Agree- (1845.) SEC. 2. That any five or more persons, who may ecuted; Where desire to become incorporated for the purpose set forth in recorded. section one, may execute under their hands and acknowledge

to be filed and

before some person within this State, authorized to take the acknowledgment of deeds, one or more duplicate articles of agreement as hereinafter specified, one copy whereof shall be filed and recorded in the office of the Secretary of State, and a record shall be made of such articles, or a certified copy thereof, in the Clerk's office of the county or counties in this State in which the office of said Association, for the transaction of business, may be located; and upon the execution and acknowledgment of such articles, the signers thereof, and those who may thereafter become associated with them, shall become a body politic and corporate, for the purposes set forth in such articles.

contain.

(1846.) SEC. 3. The articles of such Association shall contain: What Articles to 1. The names of the persons associating in the first instance, and their places of residence;

2. The name of such Corporation, and the place where its office for the transaction of business is located, and the period. for which it is incorporated, not exceeding thirty years;

3. The objects for which it is organized, which shall be stated with convenient certainty and expressly;

4. The number of its Directors and regular officers, and the time and place for holding its annual meeting;

chosen.

5. The terms and conditions of membership therein; (1847.) SEC. 4. The officers (affairs) of said Corporation shall Directors; how be managed by not less than five, or more than twenty Directors, to be chosen for such period and in such manner as the by-laws of such Corporation shall provide, and who shall hold their offices until their successors are chosen. The officers may be Powers of Direcchosen, and the by-laws of such Corporation adopted and changed by the Directors, as the articles or by-laws may prescribe; a majority of the Directors shall be a quorum to transact business; all of such Directors shall be residents of the State of Michigan.

tors.

power to hold

(1848.) SEC. 5. No such Corporation shall have power to Restriction on take or hold any real estate, except such as may be necessary Real Estate. for the transaction of its business, for a longer period than thirty years.

used and Proper

(1849.) SEC. 6. All the funds received by such Corporation How Funds to be shall be used in the first instance, or shall be invested, and the ty invested. income thereof used, after paying necessary expenses, for the exclusive purpose set forth in the articles of Association; and no portion thereof shall be used for any such purpose, except within the State; and no portion of the funds of any such

Property Corpo

incorporation shall be used or contributed towards the erection, completion, or furnishing of any building not owned or used by said Corporation. Such Corporation may take by gift, Limitation as to purchase or devise, property (exclusive of that actually used ration may hold. and necessary for the transaction of its business) to an amount not exceeding fifty thousand dollars; and it shall be lawful to invest the same upon mortgage, or in or by loan on railroad stocks or bonds, or any city, county, or Government securities, or deposit it at some bank, or with any broker in this State: Provided, That any such Corporation may, in its articles of agreement, specify the kind of securities in which its funds shall be invested; and that no part of its funds shall be invested in any securities other than those named in its articles, or where the securities shall not be specified in the articles of agreement, then such funds shall only be invested in such securities as are specified in this act.

No two to have same name.

Specific Tax to be paid to State.

(1850.) SEC. 7. No two such Associations incorporated under this act shall transact business under the same name.

(1851.) SEC. 8. Every Association organized under the provisions of this act, shall pay to the State Treasurer, on or before the second Monday of January in each year, during its corporate existence, one per cent. upon its capital actually invested, deducting the real estate held by such Association; which amount shall be in lieu of all other taxes or assessments. All real estate owned by such Association may be taxed as other real estate in the city, village or township where the same may be situated.

SEC. 9. This act shall take immediate effect.

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