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SEC. 27. Corporations formed under this act, and the members thereof, shall not be subject to the conditions and liabilities contained in an act entitled "An act concerning corporations", passed April twenty-second, one thousand eight hundred and fifty.
AN ACT supplementary to the foregoing act. (Approved March 27, 1857, p. 224.) SECTION 1. It shall be the duty of the trustees of every company incorporated under this act for the purpose of ditching, mining, or conveying water for mining purposes, to cause a book to be kept containing the names of all persons, alphabetically arranged, who are or shall become stockholders of the corporation, and showing the number and designation of shares of stock held by them respectively, and the time when they respectively became the owners of such shares; also a book or books in which shall be entered at length, in a plain and simple manner, all by-laws, orders, and resolutions of the company and board of trustees, and the manner and time of their adoption; which books, during the business hours of the day, Sundays and fourth of July excepted, shall be open for the inspection of stockholders and the creditors of the company, each individual stockholder, and their duly-authorized agents and attorneys, at the office or principal place of business of the company: Provided, That the office and books of every such company shall be kept, and the books of such company shall be open, as aforesaid, in the county in which their business is transacted, and every stockholder or creditor, as aforesaid, or their agents or attorneys, shall have the right to make extracts from such books, or, upon payment of reasonable clerk's fees therefor, to demand and receive from the clerk, or other officer having the charge of such books, a certified copy of any entry made therein; such book or certified copy of any entry shall be presumptive evidence of the facts therein stated, in any action or proceeding against the company, or any one or more stockholders.
SEC. 2. If the clerk, or other officer having charge of such books, shall make any false entry, or neglect to make any proper entry therein, or shall refuse or neglect to exhibit the same, or allow the same to be inspected, or extracts to be taken therefrom, or to give a certified copy of any entry therein, as provided in the preceding section, he shall be deemed guilty of a misdemeanor, and shall forfeit and pay to the party injured a penalty of two hundred and one dollars and all damages resulting therefrom, to be recovered in any court of competent jurisdiction in this state; and for neglect to keep such books for inspection, and at the place provided for in the last section, the corporation shall forfeit to the people of the state of California the sum of two hundred and one dollars for every day they shall so neglect, to be sued for and recovered before any court of competent jurisdiction in the county in which the principal business of such company is transacted; and it shall be the duty of the district attorney within and for such county to prosecute such action, in the name of, and for the benefit of, the people of the state of California: And it is further provided, That in case any such incorporated company shall refuse or neglect, for the space of one full year after the passage of this act, to comply with the provisions of this and the preceding section, then, upon the showing of such facts by petition of any person aggrieved thereby, and due proof thereof, before the county judge of the county in which such company's principal business is transacted, after such company shall have been duly notified thereof, by summons, to be issued by said judge, citing such company to appear before such judge, at a time and place therein mentioned, which shall not be less than ten nor more than thirty days from the date of such summons, such company shall, by such judge, be declared and decreed to be disincorporated, so far as to deprive said company of all the privileges of this act, but in no manner to affect the remedy of all persons against such company, to be exercised as this act provides: Provided, That nothing contained in the provisions of this section concerning the disincorporating of such companies shall be so construed as to prevent the enforcement of the other remedies in this section mentioned at any time after the passage of this act, except as herein provided.
AN ACT amendatory and supplemental to an act entitled "An act to provide for the formation of corporations for certain purposes,
approved April fourteenth, eighteon hundred and fifty-three”. (Approved March 7, 1859; Cal. Stats. 1859, p. 93.) [Section 1 contains the amendment to section 2 of the act of 1853, therein inserted.
SEC. 2. All corporations heretofore formed under the provisions of the act of which this is amendatory, who have filed a certified copy of the certificate in writing, required to be executed in the first section of this act, in the office of the secretary of state, shall, to all intents and purposes, be as legally incorporated as though a duplicate thereof had been filed in the office of the said secretary of state; and all acts heretofore done by such companies, under their corporate name, in conformity to the laws governing corporations in this state, are hereby made lawful aots.
AN ACT to provide for the formation of corporations for certain purposes. (Approved April 4, 1870; Cal. Codes, p. 228.)
SECTION 1. Corporations for any trading, manufacturing, mechanical, or other lawful business or purpose may be formed under the provisions of this act; such corporations and its members to be subject to the duties, conditions, and liabilities herein imposed, and no others.
SEC. 2. The provisions of sections two, three, four, six, seven, eight, nine, ten, eleven, twelve, thirteen, fourteen,
fifteen, sixteen, seventeen, eighteen, nineteen, twenty, twenty-one, twenty-two, twenty-three, twenty-four, and twenty-seven of an act entitled An act to provide for the formation of corporations for certain purposes, passed April fourteenth, one thousand eight hundred and fifty-three, and of all acts amendatory of or supplementary to said sections, shall apply to corporations formed under this act.
SEC. 3. The corporate powers of the corporation shall be exercised by a board of not less than three trustees, who shall be stockholders in the company, and a majority of them citizens of the United States and residents of this state, and who shall, after the expiration of the term of the trustees first selected, be annually elected by the stockholders, at such time and place, and upon such notice, and in such mode, as shall be directed by the by-laws of the company; but such election shall be by ballot, either in person or by proxy, and the persons receiving the greatest number of votes shall be trustees. Vacancies among the trustees, by death, resignation, or otherwise, shall be filled for the remainder of the year in such manner as the by-laws prescribe, and the by-laws shall be made or altered or amended by the stockholders at their annual meeting, or at such other meeting of the stockholders as may be provided for in a by-law made for this particular purpose.
SEC. 4. No member of such corporation shall be entitled to hold or claim any interest therein exceeding the sum of two thousand dollars, nor shall any member, upon any subject, be entitled to more than one vote.
SEC. 5. No certificate of shares shall be issued to any person until the full amount thereof shall have been paid in cash; no person shall be allowed to become a stockholder, except by the consent of the board of trustees, entered in the minutes of their proceedings.
SEC. 6. At the annual meeting of the stockholders in each year, the board of trustees shall present a report of the condition of the corporation, containing the amount of the capital stock, the par value of the shares, the number of shares issued, the names and residence of the stockholders, and the number of shares owned by each; the kind and amount of the property held by the corporation, its liabilities, and the receipts and expenditures during the preceding year; which report shall be signed and sworn to by the president and secretary of the corporation, and filed in the office of the county clerk of the county in which the principal place of business of the corporation is located, and a copy thereof, certified by said clerk, shall be filed in the office of the secretary of state.
SEC. 7. The board of trustees shall also, when required in writing by one-third of the stockholders, make out written reports of the exact situation and business of the corporation.
SEC. 8. For failure to make the reports required in the two preceding sections the corporation shall be subject to a penalty of five hundred dollars, and an additional five hundred dollars for every month that such corporation. shall thereafter continue to transact business.
SEC. 9. The certificate of incorporation shall substantially state, in addition to the other requirements of the law, that the corporation is formed under this act; otherwise, the corporation shall not be deemed to be formed under this act.
SEC. 10. This act shall be in force immediately after its passage?
ART. XI.-Canal companies.
AN ACT to authorize the incorporation of canal companies and the construction of canals. (Approved May 14, 1862, p. 249.)
SECTION 1. Corporations may be formed under the provisions of an act entitled An act to provide for the formation of corporations for certain purposes, passed April fourteenth, eighteen hundred and fifty-three, and the several acts amendatory thereof and supplemental thereto, for the following purposes : The construction of canals, for the transportation of passengers and freights, or for the purpose of irrigation or water-power, or for the conveyance of water for mining or manufacturing purposes, or for all of such purposes.
SEC. 2. The right is hereby granted to any company organized under the authority of this act to construct all works necessary to the objects of the company, to make all surveys necessary to the selection of the best site for the works and of the lands required therefor, and to acquire all lands, waters not previously appropriated, and other property necessary to the proper construction, use, supply, maintenance, repairs, and improvements of the works, in the manner and by the mode of proceedings prescribed in an act entitled An act to provide for the incorporation of railroad companies, and the management of the affairs thereof, and other matters relating thereto, passed May twentieth, eighteen hundred and sixty-one.
SEC. 3. Every company organized as aforesaid shall have power, and the same is hereby granted, to make rules and regulations for the management and preservation of their works, not inconsistent with the laws of this state, and for the use and distribution of the waters, and the navigation of the canals, and to establish, collect, and receive rates, water rents, or tolls, which shall be subject to regulation by the board of supervisors of the county or counties in which the work is situated, but which shall not be reduced by the supervisors so low as to yield to the stockholders less than one and one-half per cent. per month upon the capital actually invested.
SEC. 4. Every company organized under the authority of this act shall construct and keep in good repair, at all times, for public use, across their canal, all of the bridges that the board of supervisors of the county or counties in which such canal is situated shall require; said bridges being on the lines of public highways, and necessary for public use in connection with such highways.
SEC. 5. The provisions of this act shall not apply to the counties of Nevada, Placer, Amador, Sierra, Klamath, Del Norte, Trinity, Butte, Plumas, and Calaveras. (Amendment approved February 3, 1866; Cal. Stats. 1865–66,
NOTE.—The counties of Tuolumne and Lassen, added by amendment of 1868, and the counties of Placer and Butte, omitted from the same, approved March 12, 1868, p. 134, took effect from passago, the latter amendment superseding amendment approved March 31, 1866. (Cal. Stats., p. 604.)
SEC. 6. This act shall take effect from and after its passage.
NOTE.-The provisions of an act for the incorporation of water companies, approved April 22, 1858, p. 218, are to apply, so far as the application for condemnation of land, to the act to define and establish the line and width of East street, approved April 2, 1870. (Cal. Stats., p. 651.)
AN ACT to authorize the incorporation of canal companies and provide for the construction of canals and ditches. (Approved April 2,
1870; Cal. Stats. 1869–70, p. 660.) SECTION 1. Corporations may be formed under the provisions of the act of April fourteenth, eighteen hundred and sixty-three, entitled An act to provide for the formation of corporations for certain purposes, and of the several acts amendatory thereof and supplementary thereto, for the following purposes, namely: The construction of canals for the transportation of passengers and freights; for the supplying of water for irrigation; for procuring water-power; for conveying water for mining or manufacturing purposes; or for all such purposes combined.
SEC. 2. The right is hereby granted to any company organized under this act, or which may have been organized under preceding acts, to construct all reservoirs, dams, embankments, canals, ditches, and other works necessary to the objects of such company; to make the surveys necessary to the selection of the sites and routes of such works, and to acquire all lands, waters not previously appropriated, and other property required for the proper construction, use, supply, maintenance, repairs, and improvements of the same, in the manner hereinafter provided.
SEC. 3. Any company organized in pursuance of this act, or any company organized under any pre-existing acts for similar purposes, shall have the power to locate or fix upon the line or route of its proposed ditch or canal, and select the site or sites of its proposed dams, embankments, and reservoirs, in conformity with the designation of its engineer or business manager.
SEC. 4. In case the route so fixed upon, or any part thereof, or the site so selected, be upon land owned by individuals, or upon public land possessed and occupied by individuals, and the right to such route or site over or upon such land has not been acquired by agreement with such owners or occupant, then it shall be lawful for such company to present to the county judge of the county wherein such land is situate a petition, verified by an officer or agent of the company, showing that such route or site is necessary to such company; that it passes over or is upon such land, and that a right to the same has not been acquired by agreement with the owner or occupant (naming him) of the land. It shall conclude with a prayer for the appointment of commissioners to assess the damages resulting to such owner or occupant because of the selection and appropriation of such route or site.
SEC. 5. Upon the receipt of the petition mentioned in the foregoing section, the county judge shall make an order directing the clerk of the county court of such county to issue a citation to the owner or occupant of the land described in the petition, requiring him to appear before the county judge, at his chambers, on a day therein named, and show cause why the prayer of the petition should not be granted. The day named in the citation for such appearance shall not be less than ten nor more than thirty days from the date of its issuance. Such citation may be served in the manner provided by law for the service of summons, and in case the owner or occupant of the land should be absent from the state, or it is not known where he or she may be found, and this fact is made to appear by affidavit to the county judge, he shall, by order, direct the same to be served by publication in some newspaper published in the county, in the manner prescribed for the publication of summonses: Provided, That the period prescribed in such order for such publication shall in no case exceed two months from the first insertion.
SEC. 6. On the day appointed for the appearance of the owner or occupant of the land, or upon any subsequent day to which the hearing may, for good cause shown, be adjourned, the county judge shall proceed to hear the allegations and proofs of the respective parties; and if upon such hearing he shall be satisfied that the route or site selected over or upon such land is necessary for the promotion of the objects of the company, and that no private agreement has been made by the parties relative thereto, he shall proceed to nominate, as commissioners, three disinterested citizens of the county with power to hear and determine between the parties, and assess the value of the land sought to be condemned.
SEC. 7. Such commissioners shall proceed without unnecessary delay to appoint a day and place upon and at which the respective parties shall appear before them with their witnesses and other proofs, and such commissioners shall have power to compel the attendance of witnesses and to administer to them the necessary oaths: Prorided, That such owner or occupant shall have at least six days' notice of the time and place of such hearing: Provided further, That the said commissioners shall have power to adjourn such hearing from time to time, to enable either of the parties to procure witnesses: And provided, That such adjournment shall not exceed in the aggregate ten days: And provided further, That such commissioners may, if they deem it proper, visit the locality of such proposed route or site, in company with such witnesses and experts as they may select.
SEC. 8. Within ten days from the hearing by such commissioners, they shall proceed to assess the actual damages accruing to the owner or occupant of the land by reason of the construction thereon of the proposed works, and to report the same in writing to the county judge, who shall immediately cause such report to be filed in the office of the clerk of the county court.
SEC. 9. Within ten days from the filing of such report either party may move, upon good cause shown by affidavits, to vacate and set aside the same; and if set aside, a new commission shall be appointed by the county judge, which shall proceed to hear and determine, in all respects, as is provided in case of the original commission.
SEC. 10. After the lapse of ten days from the filing of such report, if no motion to vacate the same is made, or if, being made, it is denied, or after the lapse of ten days from the filing of the report of the new commission, as provided in the last section, the county judge shall proceed to make an order upon the same, condemning so much of the land as he shall deem necessary for such canal or other works. Such order shall declare the sum to be paid by way of damages by such company, and shall award to such company the right to occupy such land and construct the proposed works upon payment by it to such owner or occupant of the sum so provided, which said order shall be duly filed in the office of the clerk of such county court; and from the date of the payment of such sum to such owner or occupant, the said company shall have full right and authority to enter upon such land, and to proceed with the erection and construction of its proposed works along such route and upon such site.
SEC. 11. The commissioners appointed in pursuance of this act shall each be entitled to receive five dollars per day for every day they shall be actually engaged in the business of the commission; and witnesses summoned and sworn before the same shall receive such fees and mileage as are allowed to witnesses in ordinary proceedings at law.
SEC. 12. Every company organized in pursuance of this act shall construct and keep in good repair, at all times, for public use, the various bridges across any canal or ditch owned by it, required by the board of supervisors of the county wherein such crossing is situated, such bridge being on the line or crossing a public highway or county road, and necessary for public use.
SEC. 13. All acts and parts of acts in conflict with the provisions of this act are hereby repealed.
STATUTES OF 1873-'74, 1875-'76, 1877–78, 1880.
CHAP. CCCCXVIII. AN ACT for the protection of coal-mines and coal-miners. (Approved March 27, 1874, p. 726.) SECTION 1. The owner or agent of every coal-mine shall make, or cause to be made, an accurate map or plan of the workings of such coal-mine, on a scale of one hundred feet to the inch.
SEC. 2. A true copy of which map or plan shall be kept at the office of the owner or owners of the mine, open to the inspection of all persons, and one copy of such map or plan shall be kept at the mines by the agent or other person having charge of the mines, open to the inspection of the workmen.
SEC. 3. The owner or agent of every coal-mine shall provide at least two shafts, or slopes, or outlets, separated by natural strata of not less than one hundred and fifty feet in breadth, by which shafts, slopes, or outlets distinct means of ingress and egress are always available to the persons employed in the coal-mine: Provided, That if a new tunnel, slope, or shaft will be required for the additional opening, work upon the same shall commence immediately after the passage of this act, and continue until its final completion, with reasonable dispatch.
SEC. 4. The owner or agent of every coal-mine shall provide and establish for every such mine an adequate amount of ventilation, of not less than fifty-five cubic feet per second of pure air, or thirty-three hundred feet per minute, for every fifty men at work in such mine, and as much more as circumstances may require, which shall be circulated through to the face of each and every working place throughout the entire mine, to dilute and render harmless and expel therefrom the noxious, poisonous gases, to such an extent that the entire mine shall be in a fit state for men to work therein, and be free from danger to the health and lives of the men by reason of said noxious and poisonous gases, and all workings shall be kept clear of standing gas.
SEC. 5. To secure the ventilation of every coal-mine, and provide for the health and safety of the men employed therein, otherwise and in every respect, the owner, or agent, as the case may be, in charge of every coal-mine, shall employ a competent and practical inside overseer, who shall keep a careful watch over the ventilating apparatus, over the air ways, the traveling ways, the pumps and sumps, the timbering, to see, as the miners advance in their excavations, that all loose coal, slate, or rock overhead is carefully secured against falling; over the arrangements for signaling from the bottom to the top, and from the top to the bottom, of the shaft or slope, and all things connected with and appertaining to the safety of the men at work in the mine. He, or his assistants, shall examine carefully the working of all mines generating explosive gases every morning before the miners enter, and shall ascertain that the mine is free from danger, and the workmen shall not enter the mine until such examination has been made and reported, and the cause of danger, if any, be removed.
SÉC. 6. The overseer shall see that the hoisting machinery is kept constantly in repair and ready for use, to hoist the workmen in or out of the mine.
Sec. 7. The word “owner" in this act shall apply to lessee as well.
SEC. 8. For any injury to person or property occasioned by any violation of this act, or any willful failure to comply with its provisions, a right of action shall accrue to the party injured for any direct damages he or she may have sustained thereby, before any court of competent jurisdiction.
SEC. 9. For any willful failure or negligence on the part of the overseer of any coal-mine, he shall be liable to conviction of misdemeanor and punished according to law: Provided, That if such willful failure or negligence is the cause of the death of any person, the overseer, upon conviction, shall be deemed guilty of manslaughter.
SEC. 10. All boilers used for generating steam in and about coal-mines shall be kept in good order, and the owner or agent thereof shall have them examined and inspected, by a competent boiler maker, as often as once in three months.
SEC. 11. This act shall not apply to opening a new coal-mine.
AN ACT for the better protection of the stockholders in corporations formed under the laws of the state of California, for the purpose of
carrying on and conducting the business of mining. (Approved March 30, 1874, p. 66.) SECTION 1. It shall be the duty of the secretary of every corporation formed under the laws of the state of California, for the purpose of mining, to keep the books of such corporation as prescribed by its by-laws: Provided, Such by-laws are not inconsistent with the laws of this state. The books of such corporation shall be produced for examination and inspection during the hours of business every day in the year, Sundays and legal holidays excepted, upon the demand of any stockholder holding and presenting a certificate of stock in such corporation, either in his own name or properly indorsed; and the secretary of such corporation shall be required, upon the demand of any stockholder holding stock in such corporation to the amount of five hundred dollars, par value, to have the books of the corporation written up at the end of each month, and shall make out a balance sheet showing the correct financial condition of the corporation; and on or before the tenth day of January and July, of each year, he shall make out a written statement, showing all the business and financial transactions of the corporation for the six months preceding, which statement shall also contain a full description of all property of the corporation and the character and extent of the same; and such statements, together with all papers and records of the corporation, shall be open to examination and inspection upon any demand by such stockholder. All demands of stockholders, as specified in this section, shall be made to the secretary, at the office of the corporation where its principal place of business is located.
SEC. 2. Any owner of stock of the par value of five hundred dollars, in any of the corporations mentioned in section one of this act, shall, at all hours of business or labor on or about the premises or property of such corporation, have the right to enter upon such property and examine the same, either on the surface or under ground. And it is hereby made the duty of any and all officers, managers, agents, superintendents, or persons in charge, to allow any such stockholder to enter upon and examine any of the property of such corporation at any time during the hours of business or labor; and the presentations of certificates of stock in the corporation of the par value of five hundred dollars, to the officer or person in charge, shall be prima-facie evidence of ownership and right to enter upon or into, and make examinations of, the property of the corporation.
SEC. 3. The violations of any of the provisions of sections one and two of this act shall subject the trustees of the corporation to a fine of two hundred dollars, and costs of suit, and the expenses of the stockholders so refused, in traveling to and from the property, which may be recovered in any court of competent jurisdiction, either in the county where the property is situated or in the county where the office and principal place of business of the corporation is situated, which said fine shall be imposed and collected for and paid over to the person so refused, together with all moneys collected for the said traveling expenses.
SEC. 4. All acts in conflict with the provisions of this act are hereby repealed.
CHAP. CCCCLVI. AN ACT to authorize corporations to own and improve the lots and houses in which their business is carried on. (Approved April 1, 1876;
Cal. Stats. 1875–76, p. 653.) SECTION 1. By unanimous consent of its members or stockholders, any corporation existing under the laws of this state may acquire and hold the lot and house in which its business is carried on, and may improve the same to any extent required for the convenient transaction of its business.
SEC. 2. This act shall take effect immediately.