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which he or she shall have held in his or her name, according to the following ratio, that is to say : One vote for every share not exceeding four, five votes for six shares, six votes for eight shares, and one vote for every five shares above ten ; but no person, copartnership or body politic, shall be entitled to more than fifteen votes ; and no stock. holder, unless actually resident within the United States, shall vote at elections, or on any other occasion by proxy.
VI. And be it further enacted, That it shall be the duty Directors ta of the directors to make a dividend of so much of the pro
yearly divi. fits of the said bank, as to them or a majority of them dends of the shall seem advisable, on the second Tuesday of May, one Cank. thousand, seven hundred and ninety-three, and thereafter to make half yearly dividends of so much of the profits of the said bank, as to them or a major part of them shall seem advisable.
VII. And be it further enacted, That a general meeting General meet of the stockholders may be called whenever the directors ings of ftock. or a majority of them, or a number of stockholders, not to be called. less than twenty, who together shall hold not less than one hundred shares, shall judge proper; of which meeting the directors or stockholders calling it shall give at least four weeks notice in one of the public gazettes printed in the city of Albany, and specify in such notice, the object or objects of the said meeting.
VIII. And be it further enacted, That this state shall State entitled have a right to subscribe any number of shares to the said fifty shares bank, not exceeding in the whole the number of fifty, at whenever any time when they shall by law authorize any person or think proper. persons for that purpose ; and the state shall have a right to increase the number of shares and stock which the said corporation may hold, to the amount of the number of shares so to be subscribed, if the number of shares herein before limited shall be subscribed before such. subscription shall take place on the part of the state.
IX. And be it further enacted, That every cashier and Casier and clerk, before he enters into the duties of his office, shall slenks to give give bond, with two or more securities, to the satisfaction of the directors, such cashier in a sum not less than ten thousand dollars, and each clerk in a sum not less than two thousand dollars, with condition for the faithful discharge of his duty.
X. And be it further enacted, That the said corporation Rate of difshall not demand any greater interest on any loan or dis- count. count, than at the rate of six per centum per annum.
XI. And be it further enacted, That no president or oth- President and er director shall be entitled to any emolument for their services, and that seven directors shall constitute a board emolument
for their ser for the transaction of business, of whom the president shall vices. be one, except in case of sickness or absence, in which case the directors present may choose a chairman pro hac vice ; VOL. II.
directors en titled to no
er to contract debts to more than three times the amount of
Directors to and that there shall be quarterly meetings of the said dihold quarter. rectors, at such times in the year as shall be appointed by
the bye-laws of the said corporation. Empowered XII. And be it further enacted, That the directors shall laws and Ap have power to make and prescribe such bye-laws, rules point their
and regulations as they shall judge proper, touching the officers, &c.
duties and conduct of the officers and servants employed therein, and such other matters as appertain to the said bank ; and shall have also power to appoint so many officers, clerks and servants for carrying on the said business, and with such salaries and allowances as to them shall
seem meet. Company nev. XIII. And be it further enacted, That the total amount
of the debts which the said corporation shall at any time owe by bond, bill, note or other contract, over and above
the specie then actually in the bank, shall not exceed three kock actually times the sum of the capital stock subscribed and actually paid into the paid into the bank ; and in case of such excess, the direc
tors under whose administration it shall happen, shall in case of loss, be liable for the same in their natural and private capacities ; but this shall not be construed to ex. empt the said corporation, or any estate, real or personal which they may hold as a body corporate, from being also liable for and chargeable with the said excess ; but such of the said directors, who may have been absent when the said excess was contracted, or may have dissented from the resolution or act whereby the same was so contracted may respectively exonerate themselves from being liable, by giving immediate notice of the fact, and of their absence or dissent, to the stockholders at a general meeting,
to be called for that purpose. Corporation XIV. And be it further enacted, That the lands, teneany real estate ments and hereditaments, which it shall be lawful for the but what is
said corporation to hold, shall be only such as shall be renecessary for
quisite for its accommodation in relation to the convenient commodation
transaction of its business, or such as have been bona fide mortgaged to it by way of security, or conveyed to it in satisfaction of debts previously contracted in the course of its dealings, or purchased at sales upon judgments which shall have been obtained for such debts ; and the said corporation shall not directly or indirectly deal or trade, in buy-, ing or selling any goods, wares, merchandizes or commodities whatsoever, or in buying or selling any stock created under any act of the United States, or of any particular state, unless in selling the same when truly pledged to it
by way of security, for debts due to the said corporation. Stock how XV. And be it further enacted, That no transfer of stock transferable. shall be valid or effectual until such transfer shall be enter
its own ac.
istered in a book or books to be kept for that purpose by the directors, and unless the person making the same shall previously discharge all debts due by him or her to the said corporation.
XVI. And be åt further enacted, That the bills obliga- Bilts or notes tory and of credit, under the seal of the said corporation, of the corpowhich shall be made to any person or persons, shall be as- ratione, affignsignable by indorsement thereon, and so as absolutely to dorsement. transfer and vest the property thereof in each and every assignee or assignees successively, and to enable such assignee or assignees to bring and maintain an action thereupon in his, her or their own name or names ; and bills or And notes if notes which may be issued by the said corporation, signed corporation by the president, and countersigned by the cashier, promis- not under ing the payment of money to any person or persons, his, be binding her or their order, or to the bearer, though not under thé & obligatory. seal of the said corporation, shall be binding and obligatory upon the same in like manner and with the like force and effect as upon any private person or persons, if issued by him, her or them, in his, her or their private or natural capacity or capacities, and shall be assignable and. negotiable in like manner as if they were so issued by such private person or persons.
XVII. And be it further enacted, That this present act This act of of incorporation shall in no wise be forfeited for any non- incorporation user whatsoever at any time before the second Tuesday of feited for any June next, and that it shall on that day be lawful for the fore a certain stockholders of the said bank to assemble for the purpose day. of carrying the same into effect, any want of notice in the manner above prescribed to the contrary notwithstanding.
XVIII. And be it further enacted, That this act be, and This act deis hereby declared to be a public act, and the same shall clared to be
. be construed in all courts and places benignly and favourably for any beneficial purpose thereby intended.
TWENTIETH SESSION. CHAP. XXIV.
scribe to the Bank of Albany,
Passed the 24th Februany, 1797.
the stockholders of the bank of Albany, it is enacted that this state shall have a right to subscribe any number of shares to the said bank, not exceeding in the whole the number of fifty, at any time when they shall by law authorize any person or persons for that purpose ; and the state shall have a right to increase the number of shares and stock which the said corporation may hold, to the amount of the number of shares so to be subscribed, if the number of shares therein limited shall be subscribed before such subscription shall take place on the part of the state ; And whereas, The number of shares limited to the said corporation have been already subscribed, and it is con... ceived proper that this state should subscribe fifty shares to the said bank : Therefore,
Comptroller 1. Be it enacted by the People of the State of New-York, to subscribe fifty shares to represented in Senate and Assembly, That it shall and may the bank of Albany ;
be lawful for the comptroller of this state, and he is hereby authorized and directed, as soon as conveniently may be, to subscribe for and on behalf of the people of this state, fifty shares to the said bank, and to draw a warrant on the treasurer to pay for the same out of the monies lately received by him on account of principal stock of the United States, which then stood in his name, and the treasurer is hereby directed to receive the certificates to be given for the said shares, and keep them in the treasu
ry, subject to the direction of the legislature. And to vote II. And be it further enacted, That it shall and may be for directors. lawful for the comptroller of this state for the time being,
from time to time to vote for directors of the said bank, for and in respect to the said fifty shares, for and in behalf of this state, and from time to time to draw warrants in favour of the treasurer for the dividends and profits of the said shares, who shall receive and keep the same in the treasu
ry of this state, until disposed of by law. Number of III. And be it further enacted, That the shares in the fares increased
said bank shall be and hereby are increased from six hundred, being the number limited by said act, to six hundred and fifty shares, and that the stock of the said bank shall be and hereby is increased twenty thousand dollars, being the sum to be paid for the said fifty shares to be subscribed for this state as aforesaid.
CH A P. LXXI. An ACT to amend an Act, entitled “ An Act to incorporate the Stockholders of the Bank of Albany."
Passed the 31st March, 1797. HEREAS the stockholders of the bank of Albany, Preamble:
convened at a general meeting of the said stockholders, held agreeably to the act, entitled An act to incorporate the stockholders of the bank of Albany, have prayed
certain alterations in the act aforesaid : Therefore, No two per
I. Be it enacted by the People of the State of New-York, fons partners in trade, &c. represented in Senate and Assembly, That no two or more
persons who are or shall be interested or connected together as copartners in any mercantile establishment or manufactory, or landed speculation, shall be eligible to the of. fice of director at the same time, and that if any two persons known to be so connected shall be elected at any one time, that only the person having the greatest number of votes shall be admitted to a seat, and the election of the other person or persons so connected as copartners shall be
considered as void ; And further, That if after any electheir seats to tion the directors or either of them shall know or be in
to be elected directors at the same time.
yf to elected
class to be in
formed by any stockholder that such connexion does exist between any two or more persons chosen directors, it shall be the duty of the said directors on receiving the information to appoint three stockholders disconnected with the parties and not in the direction, to examine the truth of the same, and on their certifying in writing that such persons are so connected together, their seats shall become vacant, and a new election be ordered to supply their pla
II. And be it further enacted, That the present direc- Direktors to tors of the said bank, except the president, shall previous felves into 4 to the ensuing election class themselves into four classes classes, firlt of three members each ; that the first class be ineligible eligible in at the ensuing election ; that so many of the second class each year. as shall continue in office until the next annual election shall be ineligible at the said election ; that so many of the third class as shall continue in office until the next succeeding annual election shall be ineligible at the said election, and that so many of the fourth class as shall continue in office until the next succeeding annual election shall be ineligible at the said election ; and that the persons who may be chosen directors at any future election (excepting the president for the time being) shall be so classed as not to be eligible as directors for more than three years successively until their seats have been vacated for one year at least.
Bank of Columbia.
SIXTEENTH SESSION. CHAP. XXXVIII.
Passed 6th March, 1793.
in a company under the style of The president, directors and company of the bank of Columbia, by their petition presented to the legislature, have prayed for the privilege of being incorporated : Therefore,
I. Be it enacted by the People of the State of New-York, Stockholders represented in Senate and Assembly, That all such persons as bank incornow are or hereafter may be stockholders of the said bank, porated. shall be and hereby are ordained, constituted and declared to be and continue until the second Tuesday in May, which will be in the year of our Lord one thousand eight hundred and en, a body corporate and politic, in fact and in name by the name of “ The president, directors and company of the bank of Columbia," and that by that name