the affairs of said corporation is desirable or necessary, it shall be the duty of said superintendent, on the request in writing, signed by not less than five of the stockholders of said corporation, that such examination be made, either by himself or by some person duly appointed by him for that purpose, make a full and careful examination of the affairs of said corporation and make his report thereon as herein provided. The person making such examination shall have power to administer oaths and take all testimony by him deemed necessary and proper, and to compel the attendance of witnesses and the production of books and papers, by like process and in the same manner as now provided by law to procure the attendance of witnesses and the production of books and papers in the courts of record in this state. The expense of such examination shall be borne by said corporation, but no chargo shall be made therefor, when the examination is made by said superintendent personally or by one of the salaried employés of his department, except for necessary travelling and other expenses; whenever said superintendent shall appoint any person other than a salaried officer in his department to make such examination, the amount charged therefor shall not exceed the sum of ten dollars per day for the time actually expended in making the same, and the actual and necessary expenses as herein before provided.

SEC. 4. On every such examination inquiry shall be made as to the condition and resources of the corporation generally, the mode of conducting and managing its affairs, the action of its directors or trustees, the investment of its funds, the safety and prudence of its management, the security afforded to those by whom its cagagements are held, and whether the requirements of its charter and of law have been complied with in the administration of its affairs.

SEC. 5. If it shall appear to the said superintendent from the report of any such corporation, or from any examination made by him, or from the report of any examination made to him, that any corporation has committed a violation of its charter or of law, or is conducting business in an unsafe or unauthorized manner, he shall by an order under his hand and seal of office, addressed to such corporation, direct the discontinuance of such illegal or unsafe practices and conformity with the requirements of its charter and of law, and with safety and security in its transactions, and whenever any corporation shall refuse or neglect to make such report as is herein before required, or to comply with any such order as aforesaid; or whenever it shall appear to the superintendent, that it is unsafe or inexpedient for any corporation to continue to transact business, he shall communicate the facts to the attorney general, who shall thereupon be authorized to institute such proceedings against any such corporation as are now, or may hereafter be provided for by law in the case of insolvent corporations, or such other proceedings as the nature of the case may require.

SEC. 6. If any such corporation shall fail to furnish to the superintendent of the banking department any report or statement required by this act, at the time so required, it shall forfeit the sun of ten dollars per day for every day such report or statement shall be so delayed or withheld, and the said superintendent may maintain an action in his name of office to recover such penalty, and when collected, the same shall be paid into the treasury of the state and be applied to the expenses of the bank department.

LAWS OF 1887.

CHAPTER 556.

SECTION 1. Any fifteen or more persons, being of full age, may form an association as provided in this act. All associations formed under the provisions hereof shall be known as cooperative savings and loan associations; and the name of every association, so formed, shall contain as a part thereof, the words cooperative savings and loan association.

SEC. 2. The object and purpose of such associations shall be to encourage industry, frugality, home building and savings among its members; the accumulation of savings, the loaning of such accumulations to its members, and the repayment to each member, of his savings when they have accumulated to a certain sum, or at any time when he shall desire the same, or the association shall desire to repay the same. SEC. 3. Said association shall become incorporated by the said fifteen or more persous making, signing and acknowledging, in the manner and form prescribed for the acknowledgment of deeds in this state, a certificate, wherein shall be stated the name of said association; that the association is formed under and for the purposes prescribed in this act; the town village or city where the association is located within this state; and the limit of the number of shares of stock it shall have outstanding at any one time. When made as aforesaid, said certificate shall be filed and recorded in the office of the secretary of state, and upon said certificate being so filed and recorded, the secretary of state shall issue a certificate, in proper and suitable form, declaring the facts contained in said original certificate, and the filing and recording thereof in his office, and which latter certificate shall thereupon be recorded in the county clerk's office of the county where said association is located; and upon the same being so recorded, the persons named in the certificate first above mentioned, their associates and successors, shall become a corporate body.

SEC. 4. The officers of the association shall consist of a president, vice-president, treasurer and secretary, who shall be ex officio members of the board of directors, which shall consist of nine members, exclusive of said ex officio members. Other officers may be authorized by the bylaws. The duties and compensation of the officers, their terms of office, the time of their election, and time of periodical meetings of the officers and shareholders shall be determined by the bylaws; except that the board of directors shall determine each year the compensation of the treasurer and secretary. Special meetings of the officers and shareholders shall be called and hell as provided by the bylaws. Each shareholder shall be entitled to one vote, at all meetings of the shareholders, for each share owned by him or held by him as trustee not in arrears for dues. All officers shall hold office until their successors are duly elected and assume the duties of their office. No association shall expire from neglect on its part to elect officers at the time prescribed by the bylaws.

SEC. 5. The capital of said association shall consist of the accumulated savings of its members, which it holds, and shall not exceed at any time one million dollars, and shall be divided into shares of the matured valne of two hundred dollars each. The total number of shares outstanding at any time shall not exceed ten thousand. The shares shall be issued in yearly or half-yearly series, in such amounts in each series, and at such times as shall be determined by the bylaws of the association. No share of a prior series shall be issued after the issuing of shares in a new series. Shares which have not been pledged as a collateral security for the repayment of a loan shall be called unpledged shares. Shares that have been so pledged, shall be called pledged shares. No person shall hold more than ten unpledged shares in any one series, nor more than twenty pledged shares in one series.

SEC. 6. Savings paid to the association upon shares shall be called dues. At, or before each stated monthly or semi-monthly meeting of the board of directors each shareholder shall pay to the board or a committee thereof, one dollar dues upon each share of stock held by him until the share reaches the value of two hundred dollars, or is withdrawn, cancelled or forfeited. Payment of dues on shares of each series shall commence from its issue. The association shall have power to impose and collect a fine, not exceeding ten per cent for each month in arrears, for every dollar of dues or interest which a shareholder shali refuse or neglect to pay at the time it is due. They shall also have power to charge an entrance fee of not exceeding twenty-five cents on every share of stock issued by the association. SEC. 7. The accumulations upon unpledged shares may be withdrawn, and the

secretary at or before a stated monthly meeting of the board. If filed before such meeting, the one month's notice shall not be deemed to have commenced until the first regular meeting after the filing. The withdrawing shareholder shall be paid the amount of the withdrawal value of his accumulations as determined under the bylaws, at the last distribution of profits before the notice of withdrawal, together with all dues paid since such distribution, and such interest on the value of the shares at the time of the last distribution and on the dues thereafter paid, as the bylaws shall determine, less any fines unpaid and a proportionate share of any unadjusted loss; Provided, that at no time shall more than one-half the receipts of the association, and when the association is indebted upon matured shares, no more than one-third shall be applicable to the payment of withdrawing shareholders, without the consent of the board of directors; and when the demands of withdrawing shareholders exceed the moneys applicable to their payment, they shall be paid in the order in which their notices of withdrawal were filed with the secretary. The board of directors may at their discretion, under rules made by them, retire the unpledged shares of any series at any time after four years from the date of their issue, by enforcing withdrawals of the same; Trovided that the shareholders whose shares are to be retired shall be determined by lot, and that they shall be paid the full value of their shares, less all fines and proportionate part of any unadjusted loss. SEC. 8. When each unpledged share of a given series reaches the value of two hundred dollars, all payment of dues thereon shall cease, and the holder thereof shall be paid out of the funds of the association two hundred dollars therefor, with such rate of interest as shall be determined by the bylaws, from the time the board of directors shall declare such share to have matured, until paid; but at no time shall more than one-third of the receipts of the association be applicable to the payment of matured shares, without the consent of the board of directors. The order of the payment of the matured shares shall be determined by the board of directors. SEC. 9. At each monthly stated meeting, immediately following the receipt of dues and interest, the board of directors shall offer to members of the association desiring to borrow, all accumulations applicable to that purpose; the same shall be loaned in sums of two hundred dollars, the value of a matured share, or a multiple thereof, or the fractional parts of one-fourth or one-half thereof. If there shall be more than one member desiring to borrow, their right to a loan shall be determined by an open bidding of a premium per share; the member bidding the highest premium shall be entitled to the loan, upon giving proper security. From the sum loaned shall be deducted at the time of loaning the amount of the premium bid. The receiving of such premium or interest paid on the loan shall not be deemed a violation of the usury laws. No member or members can borrow a larger sum than shall be equal to the matured value of the shares held by him or them. A borrowing member, for each share or fractional part thereof, borrowed upon, shall in addition to the dues on his shares, pay monthly interest on his loan at the rate of six per cent per annum, or such lower rate as the bylaws shall name, until the shares borrowed upon, reach the matured value of two hundred dollars each, or the loan is repaid; and when such matured value is reached, the share shall cancel the loan upon it, and the proper surrenders and acquittances be made.

SEC. 10. For every loan male, a bond secured by a first mortgage upon unincumbered real estate shall be given, accompanied by a transfer and pledge to the association of the shares borrowed upon, and all accumulations that have or shall accrue thereon, as a collateral security for the repayment of the loan; or, in lieu of the mortgage, the borrower, or another, may transfer and pledge to the association, for the payment of the loan, unpledged shares, the withdrawal value of which under the bylaws, at the time of such borrowing, shall exceed the amount borrowed and interest thereon for six months. If the borrower neglects to offer security satisfactory to the board of directors, within the time provided by the bylaws, his right to the loan shall be forfeited, and he shall be charged with one month's interest, and

all necessary expenses incurred, if any, under the bylaws, in reference to his proposed loan. All bonds and mortgages given to the association shall be deemed conditioned upon the performances of the provisions of this act relating to the repayment of loans and interest, thereon, and the bylaws of the association, although the same may not be fully expressed therein. A borrower may repay a loan, and all arrears of interest and fines thereon, or one share thereof, that is, the sum of two hundred dollars, at any stated monthly meeting, or at any other time, but when not made at a stated meeting, he shall pay interest up to the first monthly meeting after such payment. He may repay his loan in full, thereby relieving his shares from liability upon the pledge thereof, made to the association, or he may, by a proper notice and direction as to the application, have the withdrawal value of the shares borrowed upon, applied in payment or part payment of his loan.

SEC. 11. Whenever any member shall be six months in arrears in the payment of his dues upon unpledged shares, the secretary shall give him notice thereof in writing and a statement of his arrearages, by mailing the same to him at the last post office address given by him to the association, and if he shall not pay the same at the next or second stated monthly meeting thereafter, the board of directors may, at their option, declare his shares forfeited; and at the time of such forfeiture, the withdrawal value thereof shall be determined and stated, and the defaulting member shall be entitled to withdraw the same without interest, within one year upon such notice as shall be required of a withdrawing shareholder.

SEC. 12. Whenever a borrowing member shall be six months in arrears in the payment of his dues and interest, or either, the whole loan shall become due at the option of the board of directors; and they may proceed to enforce collection upon the securities held by the association. The withdrawal value, at the time of the commencement of the action, of all shares pledged as collateral security for the loan, shall be applied upon the loan and arrearages of interest and fines thereon, and the shares deemed surrendered to the association.

SEC. 13. Any association may purchase at any sale, public or private, any real estate upon which it may have a mortgage, judgment, lien or other incumbrance, or in which it may have any interest; and may sell, convey, lease or mortgage the same at pleasure to any person or persons.

SEC. 14. Any association organized in pursuance of the provisions of this act, may borrow money for the purpose of making loans or paying withdrawals, not exceeding however, two thousand dollars, so long as its accumulated capital does not exceed ten thousand dollars; and not exceeding six thousand dollars, so long as its accumulated capital shall be over ten thousand, and does not exceed sixty thousand dollars; and whenever its accumulated capital exceeds sixty thousand dollars, it may borrow money for the purposes aforesaid not exceeding ten per cent of its accumulated capital No money borrowed shall be for a longer term than one year. Any association having a surplus in its treasury, for which there is no demands for loans, withdrawing shareholders or matured stock, may loan the same to another association, organized under the provisions of this act, subject to the provisions of this section, on the part of the borrowing association. No association shall borrow or make loans herein authorized, except by a two-thirds vote of its board of directors. The vote to be recorded by ayes and nays in its regular minutes.

SEC. 15. Profits and losses shall be distributed at least annually, and always before issuing a new series of stock to the shares then outstanding. Profits and losses shall be distributed to all shares, in all series outstanding at the time of such distribution, in proportion to their holding value, as distinguished from their withdrawing value, except that, in addition thereto a distribution of not exceeding the amount of the entrance fee, in the discretion of the board of directors, may be made to each share outstanding in the last series issued prior to the distribution. At each periodical distribution of profits, the board of directors may reserve and carry as

that in their discretion seems wise, to be applied upon any future losses that may occur from any cause whatsoever.

SEC. 16. No transfers of shares shall be binding upon the association until the same have been made upon the books of the association; and the transferee thereof shall take the same, charged with all the liabilities and conditions attaching thereto in the hands of the one transferring the same. The association may require a "transfer fee" not exceeding twenty-five cents per share.

SEC. 17. The association as soon as duly incorporated, shall possess power to adopt bylaws, not inconsistent with the provisions of this act, regulating the due conduct of the business of the association, defining the duties of officers and committees, times of meetings, mode of determining and declaring the withdrawing value of shares, and in relation to all other matters having reference to the conduct of the business, although not specifically mentioned in this act. The board of directors shall have power to appoint and remove at pleasure, an attorney for the association. SEC. 18. Any person of full age and sound mind may become a member of the association by taking one or more shares therein, and subscribing the bylaws, and annexing to his signature his post office address; and whenever he desires his post office address changed, he shall give written notice thereof to the secretary of the association; and for the purpose of giving any member notice, by mail, the last post office address given by him shall be deemed the proper one. A minor may hold shares in the name of a parent, guardian, or next friend as trustee for him. All accumulations upon shares in said association held by any person shall be exempt from execution and proceedings supplementary thereto, to the amount of six hundred dollars; and the association itself shall be deemed an institution for savings and not taxable under any corporation tax law which shall exempt savings banks, or institutions for savings from taxation.

SEC. 19. Every association organized under the provisions of this act shall annually make a full report in writing of the affairs and condition of such corporation on the first day of January in each year to the superintendent of the bank department in such form and by such officers of the corporation as the said superintendent may designate. Such report shall be verified by the oath of the officers making the same. Every association shall make any further reports which the said superintendent shall require, and in such form, and as to such matters relating to the condition and conducting of the business of the association as such superintendent shall designate. Any wilful false swearing in making and verifying said reports shall be deemed perjury.

SEC. 20. If any such association shall fail to furnish to the superintendent of the bank department any report required by this act, at the time so required, it shall forfeit the sum of ten dollars per day for every day such report shall be delayed or withheld; and the superintendent may maintain an action in his name of office to recover such penalty, and the same shall be paid into the treasury of the state and applied to the expenses of the bank department.

SEC. 21. All associations organized under the provisions of this act shall be subject to the visitation and examination at all times by the superintendent of the bank department, his deputies or duly appointed agents, upon the application of three or more members of said association. If it shall appear to said superintendent, from the report of any said association, or from an examination made by him, his deputies or duly appointed agents, that any such association is violating the provisions of this act, or is conducting its business in an unsafe or unauthorized manner, he shall by an order under his hand and seal addressed to such association, direct the discontinuance of such illegal and unsafe practices; and whenever any association shall neglect or refuse to comply with such order, or make reports as required, he shall communicate such facts to the attorney general, who shall thereupon be authorized to institute proceedings against any such association as are now, or may here