years thereafter, a like election shall be holden at the same Managers to place, or at such other place in the said city, where the last be chosen for town meeting was holden, and between the same hours of three years. the day, and in manner aforesaid, for the choice of seven persons, citizens as aforesaid, to be managers of the said school fund for three years next following their election as aforesaid; which said managers and their successors, chosen triennially as aforesaid, are hereby 'constituted a body politic and corporate in fact, name and law, to all intents Style of the and purposes for ever, and shall be called and known by the incorporaname of "The Managers of the School Fund for the Edu- tion. cation of Youth in the City of Burlington;" and by that name they shall have perpetual succession.

2. And be it enacted, That by such name as aforesaid, the said managers and their successors, shall become seized, invested with, and possessed of all such real and Privileges personal estate, or the rents, issues and profits thereof, or and power. any interest therein, which doth or shall belong unto or constitute any part or portion of the aforesaid school fund: And by such name they shall forever hereafter hold, possess and enjoy the same : And also, shall, by the like name for ever thereafter, be authorized, in law, to purchase, take, hold, receive and enjoy any lands, tenements or hereditaments, in fee simple or otherwise, by the gift, alienation or devise, of any person or persons, able to grant or devise the same; and also goods, chattels, legacies and donations granted and given to said managers for the use aforesaid, of what kind or quality soever, so that the yearly value of said real and personal estate doth not exceed five thousand dollars; and also that the said managers and their successors, by the name aforesaid, shall, and may have power to grant, convey, lease, assign or otherwise dispose of, all or any of their lands, tenements or hereditaments, goods, chattels and personal estate whatsoever, as to them shall seem meet, for the uses and benefit of the school fund for the education of youth as aforesaid: Provided, That the managers so chosen for the term of any three years as aforesaid, shall not be authorized to sell or convey in fee simple, the Matinicunk Island, or any part thereof, or any of the real estate belonging to the said school fund, without the consent of the citizens of the said city, qualified as aforesaid, in a town meeting duly convened for the purpose of deciding on the same, in the manner pointed out in the fifth section of this act; nor shall the said managers make any lease of the real estate belonging to the said school fund, or any part thereof, to continue

longer than until the twenty-fifth day of March in the year ensuing the expiration of their term of office, as aforesaid; and provided also, that at any annual or special meeting of the said managers, no lease, bargain, contract or disposition, whatsoever, shall be entered into, made or concluded upon, of or concerning any property, real or personal, belonging to the said school fund, unless there be present and assenting thereto, at least four of the managers of the said school fund, for the time being; and also, that the said managers and their successors, by the name aforesaid, shall be able and capable, in law, to sue and be sued, plead and be impleaded, answer and be answered unto, defend and be defended, in all courts of judicature whatsoever; and also, that the said managers and their successors shall and may make, and for ever thereafter have and use, a common seal, with such device or devices as they shall think proper, for sealing all and singular deeds, contracts and other writings, touching and concerning the said corporation, and may, as often as they shall think fit, alter and new make the same, or any other their common seal.

3. And be it enacted, That it shall and may be lawful for the managers elected as aforesaid, and their successors, from time to time as they may find it necessary or expedient, to choose a president, being one of the said managers, and such other officers and assistants as may be requisite To choose a for the keeping and preserving of the goods and chattels, president &c. moneys, books, charters, deeds, writings, and accounts of the said corporation; which said president shall keep in his custody, the common seal, and shall have power from time to time, and at all times hereafter as occasion may require to call a meeting of thesaid managers, at such convenient place in the said city, as he shall think proper, for the execution of all or any of the powers hereby given them; and in case of sickness, absence or death of the president, all the powers hereby in him vested, shall rest and remain in the senior manager on record, until the recovery or return of the president, or until a new president shall be chosen as aforesaid.

4. And be it enacted, That the said managers and their successors shall have full power and authority to make all such necessary and useful orders and regulations (not in. consistent with the laws of the state) as to them may seem meet and proper for conducting the business of the said corporation: Provided nevertheless, That there be a ma

jority of the whole number of the said managers present and agreeing in order to make valid any such order, regulation, vote or proceeding.

5. And be it enacted, That in case of a vacancy happening by death, removal from the city, resignation or otherwise, of any of the said managers, during the said term of three years, it shall be the duty of the mayor, recorder and aldermen, of the said city, on the request of the president of the said managers, or of the senior man- Vacancies ager, as the case may be, to call a meeting of the citi- how sup* plied. zens of the said city, for the purpose of choosing a manager to supply the place vacant as aforesaid, during the unexpired time of the manager so dead, removed, or otherwise ceasing to be a manager; which meeting shall be holden at the place and within the hours before mentioned, and be conducted by ballot as aforesaid, and of which meeting and of the day, place and purpose of holding the same, the said president or senior manager, as the case may be, shall give at least six days previous notice, by an advertisement set up in at least three public places within the said city of Burlington.

6. And be it enacted, That all the proceedings of the managers, as aforesaid, shall, from time to time, be fairly entered in a book or books to be provided and kept for that purpose; which book or books, together with the common seal, and all moneys, charters, deeds, accounts Books, com and writings whatsoever, appertaining to the association, mon seal, &e. shall, upon the decease, resignation or removal of the former president, or other person having the custody of them, or any of them, be delivered to, or go over unto the next successor in office, to be kept and preserved for the use and benefit of the managers of the school fund in the city of Burlington aforesaid.

7. And be it enacted, That the said managers shall at the first meeting of the corporation of the city of Burlington, annually exhibit a full statement of the receipts and expenditures of the preceeding year, with the number of pupils then in the school, together with any other matter or thing necessary to shew the situation of the institution.

8. And be it enacted, That nothing herein contained, shall be construed to impair the right or rights of any other person or persons in law or equity; or to impair or alter any contract made or existing between the managers of the said school fund and any person or persons whatsoever;

prior to the first Tuesday of December, in the present year, when the managers under this act are to be chosen as aforesaid.

C. Passed November 16, 1824.

Preamble.

company.

AN ACT to incorporate the Phoenix Manufacturing Company.

WHEREAS John Travers hath by his petition to this Legislature, represented that he is the proprietor of an extensive Flax Factory, at present located in Paterson, which he is desirous of increasing and annexing thereunto the further operation of Dying, Printing and Bleachiug, which will be beneficial to this state by the introduction and employment of considerable capital therein, hath prayed that the said John Travers and his associates may be incorporated into a company for the sole purpose of manufacturing Flax, Hemp, Wool, Cotton, and other articles, and dying, printing, and bleaching the same; and whereas the prayer of the said Petition appears to be reasonable-THEREFORE:

1. BE IT ENACTED by the Council and General Assembly of this State, and it is hereby enacted by the authority of the same, That, the said John Travers, J. J. Vasques and James Richards, and such other persons as now are or hereafter may be associated with them and their successors, be, and they are hereby constituted 2 body politic and corporate in this state by the name and Name of the style of the "Phoenix Manufacturing Company," for the sole purpose of manufacturing Wool,Cotton, Flax, Hemp and other articles of a similar nature; and dying, printing and bleaching the same, and that by that name, they and their successors shall have power and continue to be a body cor porate and be capable in law of suing and being sued, pleading and being impleaded, answering and being answered unto, and defending and being defended in all courts and places, and in all manner of actions, suits, complaints, causes, and matters whatsoever; and they and their successors may have a common seal, and the same may make, alter and change at their pleasure, and they and their successors by their corporate name shall in law, be capable of buying, holding and conveying any lands, tenements

Privileges.

hereditaments, goods, wares and merchandizes, whatso ever in any part of this state, necessary or useful for the said corporation to carry on the manufacturing operations above mentioned, and all other real estate which shall have been bona fide mortgaged to the said corporation by way of security, or conveyed to them in satisfaction of debts previously contracted in the course of dealing, or purchased at sales upon judgments which shall have been obtained for such debts: Provided always, that the funds of said corporation, or any part thereof shall not be applied, used or employed, at any time, in Banking operations.

election.

2. And be it enacted, That the stock, property and concerns of the said company shall be managed and conducted by five directors, being stockholders, one of whom to be the President, who shall hold their offices one year Director's from the first Tuesday of October in every year; and that time and the said directors shall be elected on the last Tuesday of manner of September in every year, at such time and place as shall be directed by the by-laws of the said company, and public notice shall be given of the time and place of holding every such election, not less than ten days previous, in one or more newspapers, printed nearest the place, where such election shall be made, by such of the stockholders, as shall attend for that purpose, either in person or by proxy; and their elections shall be by ballot, and each stockholder shall be entitled to as many votes as he shall hold shares of the capital stock of said company, and the persons having the greatest number of votes being stockholders shall be the directors, and if it shall happen at any election for directors, that two or more persons shall have an equal number of votes in such manner that a greater number than five, shall by plurality of votes appear to be chosen as directors, then the said stockholders herein before authorized to vote at such elections, shall proceed to ballot at second time, and by a plurality of votes determine which of the persons having an equal number of votes, shall be director or directors, so as to complete the whole number of five, and the said directors, as soon as may be, after their election, shall proceed in like manner to elect by ballot, one out of their number to be their President, and shall also at the same time elect a Secretary to the company; and if any vacancy or vacancies shall at any time happen by death, removal, resignation or otherwise among the directors elected, such vacancy or vacancies shall be filled for the remainder of the year in which they may happen by such person or persons as the remainder of the directors for the

B