LAWS OF 1890.

CHAPTER 246.

SECTION 1. It shall be lawful for any association incorporated under the provisions of the act to which this is a supplement [act of April 9, 1875, pages 92 and 93, revision of 1877], or otherwise lawfully existing in this state, to change the name set forth in its original certificate of incorporation, by a two-thirds vote of the board of directors of such association; Provided, that a certificate under the hands of the president and the secretary of such association, setting forth such proposed new name, and that the same was adopted by a two-thirds vote of the board of directors of such association, at a meeting regularly held on a date specified in said certificate, shall be delivered to the clerk of the county where such association is or shall be located, to be by him filed and recorded.

SEC. 2. The Lame so certified to have been adopted shall, from the time of filing such certificate of change, be the true and proper corporate title of such association instead of the name set forth in the original certificate of incorporation; and all deeds, mortgages, contracts, actions, judgments, transactions and proceedings whatsoever heretofore or hereafter made, received, entered into, carried on or done by said association before the adoption or certification as aforesaid of such change of name, but wherein the said association shall have been called by the name so subsequently adopted, are hereby declared to be as good, valid and effectual in law as though said association were called therein by the name set forth in its original certificate of incorporation.

CHAPTER 251.

SECTION 1. Every loan and building corporation or association organized under the laws of other states or foreign governments, on application for authority to transact business in this state, shall file in the department of state a duly authenticated copy of its charter or certificate of organization or incorporation, and a report of its condition at the close of business on the thirty-first day of December last preceding, in such form as may be prescribed by the board of bank commissioners, constituted by "An act concerning savings banks," approved April twenty-first, one thousand eight hundred and seventy-six, which shall be verified by the affidavits of the president or vice-president, and the treasurer or cashier or secretary of such corporation, and it shall be the duty of the secretary of state to furnish blank forms for the report required, and the said board shall call for like reports at such other times as may seem to them expedient.

SEC. 2. If it shall appear by the report aforesaid that such corporation is possessed of an actually paid in, well invested and unimpaired capital stock of at least one hundred thousand dollars, it may be admitted to transact business in this state upon a certificate of authority to be issued by the secretary of state, under the direction of the said board, which certificate shall only be issued when such corporation shall have complied with the further requirements of this act.

SEC. 3. The bank commissioners, before directing the issue of the certificate of authority as aforesaid, shall require every such corporation to deposit with the secretary of state such securities as they may prescribe, amounting to at least thirty thousand dollars, which securities shall be held by the secretary of state in trust, for the benefit of the creditors of such corporation within this state, and the bank commissioners shall have authority to order a change of such securities or any part thereof at any time, and no change or transfer of the same shall be made without their assent; such deposit shall be maintained intact in the full sum of thirty thousand dollars at all times, but the corporation shall be at liberty to receive the div idends or interest on the securities deposited; Provided, that if any such corporation shall have and keep a deposit of at least one hundred thousand dollars with

any department or officer of the state where organized, it may be admitted to the state without making the deposit herein required.

SEC. 4. Every such corporation shall file a like report in January, annually, and if such corporation shall fail to file such annual report prior to the fifteenth day of February, or to furnish such additional reports or information as may be called for by the bank commissioners, within five days after notice to do so, it shall be liable in a penalty of two hundred and fifty dollars and costs of action, to be sued for and collected in the name and for the benefit of the state.

SEC. 5. Every such corporation shall pay for filing a certified copy of its charter or certificate of organization or incorporation, twenty dollars; for filing original and annual reports, twenty dollars; for certificate of authority, annually, two hundred and fifty dollars; for certificate for each agency, five dollars, and shall defray all expenses incurred in making any examination of its affairs as herein provided for; and the bank commissioners may maintain an action, in the name of the state, against such corporation, for the recovery of such expenses, in any court of competent jurisdiction.

Suc. 6. If any such corporation or association itself, or by agents, attorneys, solicitors, surveyors, canvassers, collectors or other representatives of whatever designation, or any agent, attorney, solicitor, surveyor, canvasser, collector, or other representative, or any individual or firm, whether on behalf of such corporation or not, shall solicit, negotiate or in anywise transact any business in this state, except in the enforcement of contracts by legal process, without having complied with the requirements of this act, they shall be liable in a penalty of two hundred and fifty dollars and all costs of suit, to be sued for and collected on complaint, in the name and for the benefit of the state, by the bank commissioners; the first process against any corporation or person complained of may be by capias ad respondendum, and the person or persons against whom judgment may be obtained shall be committed to any county jail until such penalty and costs are paid, and the necessary expenses incurred by the bank commissioners in carrying out the provisions of this act, when not otherwise provided for, shall be paid by them out of the fees and taxes collected as herein provided for.

SEC. 7. The bank commissioners shall have authority themselves, or by such person or persons as they may designate, to examine the affairs of any such corporation whenever they may deem it expedient, and it shall be the duty of the officers and employés of every such corporation to exhibit its books, securities, records and accounts for such examination, and to otherwise facilitate the same so far as it may be in their power to do, and the bank commissioners, or any examiner appointed by them, shall have power to examine, under oath or affirmation, the officers and employés of any such corporation relative to its business and affairs, and for that purpose any such examiner shall have power to administer oaths and affirmations. SEC. 8. Whenever it shall appear, as the result of examination or otherwise, that the affairs of any such corporation are in an unsound condition because of illegal or unsafe investments, or that its liabilities exceed its assets, or that it is transacting business without authority, or in violation of law, or for any other reason which may seem to them satisfactory, the bank commissioners shall have power to cancel the authority of any such corporation of another state to transact business in this state, and as to such corporations of this state it shall be the duty of the attorney general, on notice by the bank commissioners, to apply forthwith, by petition or bill of complaint or information, to the chancellor for an injunction restraining such corporation from the transaction of further business, or the transfer of any portion of its assets in any manner whatsoever, and for such other relief and assistance as may be appropriate to the case, and the chancellor, being satisfied of the sufficiency of such application, or that the interests of the people so require, may order an injunction, and make other appropriate orders in a summary way, and thereafter pro

SEC. 10. In all suits or actions brought in any court of this state against any such corporation, not organized under the laws of this state, process served upon the secretary of state shall be good and valid to all intents and purposes, and on service of such process in duplicate it shall be the duty of the secretary of state to notify such corporation immediately.

SEC. 11. The board of bank commissioners shall make annual report to the legislature, which shall embrace a statement of proceedings taken under this act and a summary of the annual report made by each corporation.

CHAPTER 261.

SECTION 1. Every mutual loan, homestead and building association organized under the laws of this state, or doing business therein, shall furnish, through its secretary or other appropriate agent, to the chief of the bureau of statistics of labor and industries an annual statement of its business and condition, according to the form required, and on blanks furnished by said chief, which said statement shall be duly attested, under oath or affirmation, by the treasurer and an auditing committee of the stockholders or board of directors of said association; and the said board of directors are authorized to appropriate from the current income of said association a sufficient remuneration to the secretary thereof for preparing the statement aforesaid.

SEC. 2. On any failure to make such statement, the said chief, or his authorized agent, with the approval of the governor, may make an investigation of the books, securities and accounts of any delinquent associations, which books, securities and accounts shall at all times be open to the inspection of the said chief or his duly authorized agent, as aforesaid.

SEC. 3. It shall be the duty of said chief of the bureau of statistics of labor and industries to publish annually a concise report on the standing and condition of all the said associations doing business in this state, and to furnish each of said associations with one or more copies of such reports.

NEW MEXICO.

LAWS OF 1886-'87.
CHAPTER 9.

SECTION 1, (as amended by chapter 108, laws of 1889). Whenever any number of persous, not less than eight, may desire to become incorporated as a mutual building and loan association, for the purpose of building and improving homesteads, and loaning money to the members thereof, they shall make a statement to that effect, under their hands and seals, duly acknowledged before some officer in the manner provided for the acknowledgment of deeds, setting forth the name of the proposed corporation, the name of the city or town and county in which the corporation is to be located; the amount of capital stock; and the number of shares into which it is divided, and the par value thereof; the number of shares subscribed for; being not less than two hundred, and that the entrance fees thereou of not less than twenty-five cents for each share subscribed have been paid in, same not to apply as instalments in stock, the number and names of the directors who are to manage its affairs for the first six months, which number shall not be less than six; the number of years, not more than forty, for which the incorporation is to continue, and the purpose for which it was formed. Said statement shall be filed in the office of the secretary of the territory, and a copy thereof, duly certified by the secretary, filed in the office of the recorder of deeds in the county where the business of such corporation is to be carried on.

Upon the filing with the secretary of the territory and recorder of deeds the statement above provided, the said corporation shall be deemed fully organized, and

shall be a body corporate and politic for the period for which it is organized; may sue and be sued; may have a common seal which it may alter or renew at pleasure; and shall possess all other powers incident to do business.

SEC. 2. The corporate powers shall be exercised by a board of not less than six directors. The officers of the corporation shall consist of a president, vice-president, secret.ry and treasurer. The board of directors shall be elected annually at the annual meeting of the stockholders; and all the officers of the corporation shall be elected by the board of directors at such time as may be provided for in the bylaws of the corporation. The secretary shall be the only officer entitled to compensation, and in such amount as the directors may designate by resolution. The treasurer shall give a bond to be approved by the board of directors.

SEC. 3, (as amended by chapter 108, laws of 1889). The shares of stock of all corpotations hereafter incorporated under the provisions of this act, shall be not less than two hundred dollars each. The shares of any such corporation heretofore or hereafter organized shall be deemed personal property, transferable upon the books of the company in such manner as may be provided by the bylaws, and subscriptions therefor shall be payable in such periodical instalments and such time or times as shall be determined by the bylaws; but no periodical payment of instalments shall be made, exceeding two dolla:s on each share, and every share of stock shall be subject to a lien for the payment of unpaid instalments and other charges incurred thereon under the provisions of the bylaws, and the bylaws may prescribe the form and manner of enforcing such lien. Such hen shall be prior to all liens by attachment or otherwise. That new shares of stock may be issued in lieu of shares withdrawn or forfeited and the stock may be issued on one or successive series, as may be prescribed in the bylaws and in such amount (not exceeding the total capital stock) as the board of directors may determine. Any stockholder wishing to withdraw from the said corporation, shall have power to do so by giving notice, at a stated meeting of the board of directors hereinafter provided for, of his or her intention to withdraw, when he or she shall be entitled to receive at the next stated meeting of said board the amount paid for dues and such interest thereon or so much of the profits thereon as the bylaws may determine, less all fines and other charges; Prorided, that at no time shall more than one-half of the funds in the treasury of the corporation be applicable to the demands of withdrawing stockholders without the consent of the board of directors, and no stockholder shall be entitled to withdraw whose stock is held in pledge for security. Upon the death of a stockholder, his or her legal representatives shall be entitled to withdraw his or her shares of stock upon the same terms and conditions as other withdrawing stockholders except that no fines shall be charged to a deceased member's account from and after his or her decease, unless the legal representatives of such decedent assume the payment of the dues on the stock.

SEC. 4. Married women may become subscribers to the capital stock of such corporation, and hold, control, and transfer their stock in all respects as femmes soles, and their stock shall not be subject to the control of, or liable for the debts of, their husbands. Mino: s may become subscribers to and owners of stock by guardian or trustee, and such guardian or trustee may withdraw the stock of such minor as providel in section three of this act.

SEC. 5, (as amended by chapter 108, laws of 1889). Every such corporation shall lend its funds on real estate security or its own stock, and upon the terms and conditions and in the manner which may be specified by its bylaws. Such corporation may, however, employ a portion of its capital stock, not exceeding fifty thousand dollars in amount at any one time, in the purchase of real estate and the erection of buildings thereon for rent or otherwise. It may also use such portion of its capital as may be necessary to purchase at any sale judicial, public or private, any real estate upon which such corporation may have or hoid any mortgage, lien or other

it may sell, convey, lease or mortgage at pleasure to any person or persons whatso

ever.

SEC. 6. The board of directors of the corporation shall hold stated meetings, at which the money in the treasury, if equal to one share of stock, shall be offered for loan in open meeting, and the shareholder who shall bid the highest premium for the preference or priority of loan shall be entitled to receive a loan to any amount equal to the number of shares of stock held by such shareholder: Provided, a shareholder may borrow such fractional part of a share as the bylaws may provide. Good and ample security shall be given by the borrower to secure the repayment of the loan, which security shall be unincumbered except by prior loans of the corporation. In case the borrower shall neglect to offer security or shall offer security that is not approved by the board of directors, by sneh times as the bylaws may provide, he or she shall be charged one month's interest, together with any expense incurred, and the money may be reloaned at the next stated meeting. In case of non-payment of instalments of interest and fines by borrowing stockholders, for the space of six months, payment of principal and interest and fines, without deducting the premium paid or interest thereon, may be enforced by proceeding on the securities, according to the conditions and power of sale contained in the mortgage, or by suit in equity to foreclose the same. No loan shall be made by such corporation except to its own members, unless it shall happen at any time that there is no demand by any of its shareholders for the funds; then such funds may be loaned to others who are not shareholders.

SEC. 7, (as amended by chapter 108, laws of 1889). A borrower may replace a loan at any time, and in case of the repayment thereof before the expiration of the eighth year after the organization of the corporation, there shall be refunded to such borrower one-eighth of the premium paid for every year of the eight years then unexpired; and in case of recovery of loans by process of law or foreclosure under the power of sale in the deed of trust or mortgage the excess recovered beyond the amount required to pay the loan with interest, charges, fines, costs and attorney's fees shall be returned to the borrower from whom the money was collected or his or her legal representatives:

Provided, that when a borrower shall pay monthly the premium bid for priority of loan, said borrower shall not be entitled to have refunded to him any portion of the premium so paid.

SEC. 8, (as amended by chapter 108, laws of 1889). Every such corporation shall terminate, except for the purpose of settling its affairs, whenever its shares in each and every series thereof have been redeemed by loans or advances thereon, or whenever the funds and property of the corporation shall be sufficient to pay upon the unredeemed shares the value thereof, as fixed by the bylaws of such corporation, which said bylaws and all amendments of the same shall be filed in the office of the secretary of the territory and the recorder of deeds in the county where the business of such corporation is carried on within thirty days after adoption. No members of such corporation shall be allowed to vote when in arrears for interest, dues or fines or upon any question affecting the claim of such corporation against him or her.

SEC. 9, (as amended by chapter 108, 1..ws of 1889). All corporations heretofore incorporated under the laws of the territory of New Mexico for the purpose of accumulating and loaning funds to its members, or that have been so accumulating and loaning funds to its members as building and loan associations, are hereby recognized and confirmed as legal and valid corporations from their date of incorporation; all contracts made between them and their members, all loans made, at whatsoever premium, discount or interest, and all security taken for such loans are hereby declared legal, valid and binding on all parties concerned or affected thereby. No interest or premium paid on a loan of any corporation organized under the provisions of this act, no premium or interest paid or agreed to be paid on a loan made by any building and loan association hereto ore organized for the purpose of accumu