such capital stock; Provided, that the certificate directed by the second section [949] of this act to be executed and filed shall also contain a statement of the amount of such capital stock and number of shares of which it shall consist. The rights and privileges to be accorded to such capital stock, as distinct from those to be accorded to depositors, and the obligations to be imposed upon it, in the same relation, shall be fixed by the bylaws.

SEC. 965. It shall not be lawful for the directors to divide, withdraw, or in any way pay to the stockholders, or any of them, any part of the capital stock, nor to reduce the amount of the same.

SEC. 966. Whenever it is desired to increase the amount of the capital stock, a meeting of stockholders may be called by a notice signed by at least a majority of the directors, and published at least sixty days in every issue of some newspaper published in the county where the principal place of business of the company is located, which notice shall specify the object of the meeting, the time and place where it is to be held, and the amount to which it is proposed to increase the capital stock, and a vote of two-thirds of all the shares of stock represented at the meeting shall be necessary to an increase of the amount of capital stock.

SEC. 967. If, at any meeting so called, a sufficient number of votes has been given in favor of increasing the amount of capital stock, a certificate of the proceedings showing a compliance with these provisions, the amount of the capital actually paid in, and the amount to which the capital stock is to be increased, shall be made out, signed, and verified by the affidavit of the chairman and secretary of the meeting, certified by a majority of the directors, and filed as required by the second section [949] of this act. When so filed the capital stock of the corporation shall be increased to the amount specified in the certificate.

SEC. 968. The stock of the company shall be deemed personal estate, and shall be transferable in such manner as shall be prescribed by the bylaws.

SEC. 969. No certificate representing shares of stock shall be issued, nor shall such stock be considered as acquired until the whole sum of money which such certificate purports to represent shall have been paid into the corporation.

SEC. 970. Any stockholder may pledge his stock by a delivery of the certificate or other evidence of his interest, but may nevertheless represent the same at all meetings and vote as a stockholder.

SEC. 971. Any corporation formed under this act may dissolve and disincorporate itself by presenting to the county judge of the county in which the principal place of business of the company is situated as named in the certificate of incorporation, a petition to that effect, setting forth the reason therefor, signed by all the directors of the corporation. Notice of application shall then be given by the clerk, which notice shall set forth the nature of the application, and shall specify the time and place at which such application shall be heard, and shall be published in every regular issue of some newspaper in the county where the application is to be heard, for at least three months, and if no newspaper is published in the county where the application is made, then such notice shall be posted up at least thirty days previous to the time when such application is to be heard, in three public places in said county, one of which shall be the court house of said county. At the time and place appointed, or at any other time to which it may be postponed by the judge, he shall proceed to consider the application, and if satisfied that the members and stockholders of the corporation will be benefited thereby, and that no indebtedness of the corporation exists other than to depositors who have not demanded their deposits, he shall enter an order declaring it dissolved. The hearing of such application for dissolution shall not be had by the judge until after the expiration of twenty days from and after the last publication of the notice aforesaid. After filing the petition for dissolution no more deposits shall be received nor certificates of stock be issued by the officers of the corporation.

H. Ex. 209— -39

SEC. 972. Upon the dissolution of any corporation formed under this act, the directors, at the time of the dissolution shall be trustees for the members and others interested in the corporation dissolved, and shall have full power and anthority to sie for and recover the debts due to and property of the corporation, settle all of its affairs, and divide among the members and stockholders in such proportion as the bylaws shall direct. The money and other property that shall remain after the payment of all the expenses, and all unclaimed deposits and the interest acerning thereon, and unclaimed shares and money due thereon not called for within thirty days after the collection of all solvent indebtedness, shall be paid by the said trustees into the state treasury, accompanied by a statement setting forth the time that such deposits were made, or such share acquired by the person holding the sime, at the time of such dissolution, and the name and residence, if known, of the person making or holding the same, the amount of such deposit or shares, and also of the dividends not called for, and the name of the person or persons to whom the deposit. or stock, or the dividends belong, if known. All amounts of unclaimed dividends and deposits paid into the state treasury as aforesaid, shall be received, invested, and accounted for and paid out in the same manner and by the same officer as is provided by law concerning escheated estates. Upon such payment by the said trustees the state treasurer shall give to them a receipt for the amount so paid in, which shall fully discharge them from all liability to such depositors or stockholders.

SEC. 973. The misnomer of any such corporation in any instrument shall not vitiate or impair the same if it be sufficiently described to ascertain the intention of the parties.

SEC. 974. All corporations for the accumulation, preservation, and investment of funds and savings, all savings and loan societies, and all associations or societies for the like purpose, claiming in good faith to be incorporated under the laws of this state, may avail themselves of the provisions of and become incorporated under this act, by filing with the county clerk of the county in which their principal place of business is located, and a certified copy thereof in the office of the secretary of state, a certificate stating their intention and election to become so incorporated, which intention and election may be made and declared by the trustees or acting trustees of such corporation, association, or society, or a majority thereof. The certificate stating such intention and election shall be signed by the president and secretary of Such corporation, association, or society, and shall be acknowledged before some officer competent to take the acknowledgment of deeds. Such certificate shall in other respects conform to the requirements of this act.

NEW HAMPSHIRE.

PUBLIC STATUTES OF 1891.

CHAPTER 65.

SECTION 4. The treasurer of every building and loan association, and other similar corporation organized under the laws of this state, shall, on or before the first day of May in each year, transmit to the state treasurer, upon blanks to be furnished by him, a statement, under oath, of the following facts as they existed on the first day of April in such year: The amount of all general and special deposits on which the corporation pays interest and of its capital stock belonging to residents of each town in the state, including all dividends that have been declared thereon and not paid; the value of the interest of such residents in all the real estate of the corporation wherever situated, if it were divided proportionately among ail the depositors and stockholders of the corporation; the difference between the two sums for each town; and the same facts in relation to depositors and stockholders

SEC. 7. Every building and loan association organized under the provisions of the Public Statutes shall pay annually, to the collector of the town or city in which the association is located, a tax equal to the rate of taxation in the place where the association is located, upon the whole amount paid upon its stock or shares which are in force, less the amount of notes held by it secured by mortgages upon the homestead of the debtor, upon which the debtor pays a tax in this state, and no other tax shall be assessed upon such stock or shares or against the holders on account thereof.

SEC. 12. The taxes assessed as aforesaid upon ciations, and other similar corporations,

building and loan assoshall be in lieu of all other taxes

against the corporations and against their stockholders and depositors on account of their interests therein.

SEC. 13. If any such corporation shall not pay its taxes when due, it shall pay interest thereon from that time at the rate of ten per cent per annum.

CHAPTER 162. '

SECTION 6. The board [bank commissioners] shall have general supervision of all loan and building associations, and other similar institutions in the state. The members shall examine into the condition and management of all such institutions once at least each year, and oftener when so directed by the governor. Upon such examinations they shall inspect all their books, papers, notes, bonds, and other evidences of debt, shall ascertain the quantity of specie and other money and funds on hand, and shall make all inquiries necessary to learn their ability to perform their engagements, and to learn whether they have violated any provision of law.

SEC. 7. Any commissioner may examine, under oath by him administered, any officer, agent, or servant of any such institution, or any other person, in relation to the affairs and condition of the institution.

SEC. 8. The treasurers of all institutions under the supervision of the bank commissioners shall balance their books at the close of business on the first business day in July in each year, and within fifteen days thereafter shall make reports to the commissioners upon blanks furnished by them, showing the true condition of the institutions at that time. The commissioners shall prescribe what information the reports shall contain and their form, and shall seasonably furnish blanks upon which they are to be made.

SEC. 9. The board shall file with the secretary of state, on or before the first day of October in each year, their annual report, which shall contain a statement of all items of expense of each institution under their supervision, of the names of the treasurer and clerks of each, of the amount of each treasurer's bond, of the salary or compensation paid to each treasurer, of the kinds and amounts of stocks and bouds held by each institution, with the par value, cost, and market value thereof, and of the true condition of each institution. They shall make such recommenda tions therein as they think will promote the public good.

SEC. 10. If any bank commissioner shall, in the annual report of the bank commissioners, make a statement which purports to be the condition of an institution under their supervision without having fully and carefully examined into the condition of such institution, or shall make a false statement of the condition of any institution with intent to deceive, he shall be fined not exceeding one thousand dollars, or be imprisoned not exceeding five years, for each offence.

SEC. 12. If any institution placed under the supervision of the bank commissioners shall refuse to permit an examination of its affairs by the commissioners or shall refuse to furnish the necessary facilities therefor, or if it is judged by the commissioners to be necessary for the public safety that it should not continue to transact business, the commissioners shall represent the facts by petition to some justice of the supreme court.

SEC. 13. Such justice shall issue an injunction, prohibiting, so far as may be thought necessary, the transaction of business by such institution, and the commissioners shall cause the same to be duly served.

CHAPTER 165.

SEC. 30. No officer or employé of a loan and building association shall directly or indirectly receive any fee, present, or benefit whatsoever from any borrower or applicant for a loan from such institution as an inducement to making the loan, or from any one negotiating securities to the institution, except the usual compensation for drawing mortgages and other papers pertaining to the loan; nor shall any such officer or employé negotiate loans in their own behalf with themselves as officials of the bank.

SEC. 31. If any officer or employé of any institution mentioned in the preceding section shall violate the provisions of the section, he shall be fined not exceeding ten thousand dollars, or be imprisoned not more than ten years, or both.

SEC. 32. If any officer of a building and loan association, shall embezzle, abstract, or wilfully misapply any of the moneys, funds, or credits of the institution, or shall make any false entry in any book, report, or statement of the institution with intent in either case to injure or defraud it or any corporation, or person, or to deceive any officer of the institution, or any committee or examiner appointed to examine the affairs of the institution, or the bank commissioners, he shall be fined not exceeding twenty thousand dollars, or be imprisoned not exceeding ten years.

CHAPTER 166.

SECTION 1. Twenty-five or more persons of lawful age may associate together by articles of agreement and form a corporation for the purpose of accumulating the savings of its members and of loaning the funds so accumulated to them to enable them to purchase homesteads and to improve their condition.

SEC. 2. The articles of agreement shall set forth the name of the corporation, the object for which it is established, the place in which its business is to be carried on, and the limit of the capital to be accumulated by it; and shall be signed by the parties who unite to form the corporation, and they shall affix to their signatures their post office addresses.

SEC. 3. The name assumed by the corporation shall indicate that it is a cooperative building and loan association, and shall not be one that is in use by any other corporation. It shall not be changed except by the legislature.

SEC. 4. The articles of agreement shall be recorded in the office of the clerk of the town in which the business of the corporation is to be carried on, and in that of the secretary of state. When so recorded, the siguers thereof and their associates and successors shall become and be a corporation having all the rights and powers and being subject to all the duties, liabilities, and restrictions of similar corporations, except so far as the same are limited or enlarged by this chapter.

SEC. 5. The capital stock of any such corporation shall not exceed at any time one million dollars, and shall be divided into shares of the ultimate value of two hundred dollars each. The shares may be issued in quarterly, half-yearly, or yearly series, each series to consist of such number of shares as the members may determine, but no shares of a prior series shall be issued after the issue of a new series has been begun.

SEC. 6. No person shall hold more than twenty-five shares of the capital stock of any one such corporation at a time.

SEC. 7. Each shareholder shall be entitled to give one vote upon any proposition brought before a meeting of shareholders, and no more; and no shareholder shall

SEC. 8. Any such corporation may collect of its shareholders monthly dues of one dollar upon each share held by them until the ultimate value of the shares reaches two hundred dollars each, or they are withdrawn, cancelled, or forfeited; and shall loan the money so collected, together with the interest, premiums, fines, and profits arising from the business, to those of its shareholders who will pay the highest premium for such loans above the legal rate of interest, and will give satisfactory security for the payment thereof, including a pledge of shares of the capital stock of the corporation of the same amount as the loan. If it is unable to loan all its money to shareholders, it may loan it to others at a rate of interest not exceeding the lawful rate, upon mortgages of improved real estate of a value exceeding the amount of the loan by fifty per cent at least, or upon other security deemed to be equally good.

SEC. 9. It may impose fines upon its shareholders, and upon those of its borrowers who are shareholders, for the non-payment of dues, interest, and premiums as they become due, not exceeding two per cent a month upon the sums unpaid, and not extending beyond a period of six months from the time of the first default; and it shall have a lien upon the shares of delinquent shareholders for all sums due to it from them, and may dispose of the shares to enforce the lien, as provided in the bylaws.

SEC. 10. It may purchase houses, or may purchase land and erect houses thereon, and may sell or lease the same to its shareholders.

SEC. 11. The interest, premiums, fines, and profits received by the corporation, less losses and the amount paid for the necessary expenses of the business, shall be equitably distributed among the shares and added to the dues paid by the shareholders at least once a year, until the value of each share in the series reaches two hundred dollars, when it shall be paid to the shareholder and the share shall be retired.

SEC. 12. Any shareholder may withdraw from the corporation by giving notice of his intention to do so, thirty days at least prior to the withdrawal; but the directors may decline to use more than one-half of the funds in the treasury to meet the demands of withdrawing shareholders, in which case such shareholders shall wait until funds accumulate and shall be paid in the order in which they gave their notices and without interest or profits after the date fixed by them for the withdrawal.

SEC. 13. If the withdrawal takes place within a year after the shareholder became a member of the corporation, he shall be entitled to receive the amount of the dues paid by him, without interest or profits, less all fines and other charges against him and his proportionate part of any unadjusted loss; if it does not take place until after the expiration of such year, he shall be entitled to receive the value of his shares, as determined by the directors, less his fines, charges, and proportionate share of unadjusted losses, and less such proportion of the profits previously credited to the shares as the bylaws provide.

SEC. 14. At any time after four years from the date of issue, the directors may, pursuant to the provisions of the bylaws, if any, on the subject, retire unpledged shares of any series and compel their withdrawal by paying to the shareholders the amount of dues paid upon the shares, and the proportion of profits belonging to them according to the last preceding adjustment and valuation of shares, less the amounts due from such shareholders for fines and other charges and for their proportionate shares of unadjusted losses, if any. If all unpledged shares are not so retired, the directors shall determine by lot which shall be retired.

SEC. 15. Upon the death of a shareholder, his legal representatives shall be entitled to receive the full amount paid in by him, together with an equitable proportion of the interest and profits pertaining to his shares, less all fines and charges against him at the time of his decease, and a proportionate share of any unadjusted losses then existing.

SEC. 16. The officers of the corporation shall hold monthly meetings for receiving dues from and selling loans to shareholders.