such commissioner so dying, resigning or refusing to act, and that the surviving or acting commissioners, as the case may be, shall have full power to proceed in the execution of the duties of their appointment, until a successor of the commissioner so dying, resigning or refusing to act, shall be appointed.

XII. And be it further enacted, That in all and Any two of every case of the appointment of commissioners by the comm'rs. the court aforesaid, for any of the purposes aforesaid, petent to act it shall be competent and lawful for any two of such said commissioners so to be appointed, to proceed to and execute and perform the trusts and duties of their said appointment, and their acts shall be as valid and effectual as the acts of all the commissioners, so to be appointed for such said purpose, if they had acted therein, would have been: And further, That in all cases the acts, decisions and proceedings, of the major part of such of the commissioners to be appointed for any of the purposes aforesaid, as shall be acting in the premises, shall always be as binding, valid and effectual, as if the said commissioners, named and appointed for such purpose, had all concurred and joined

therein.

tion of the

XIII. And be it further enacted, That the commis- Compensa sioners to be appointed under and by virtue of this act, comm'rs: for any of the purposes aforesaid, who shall enter upon the duties of their appointment, shall each be entitled to receive the sum of not more than four dollars, besides all reasonable expenses for maps, surveys and plans, clerk-hire and other necessary expenses and disbursements, for each day they shall respectively be actually employed in the duties of their appointment, the same to be paid by the mayor, aldermen and commonalty, of the city of New-York, and included in the before mentioned assessment upon the persons and parties deemed to be benefitted by the operation and improvement which shall have occasioned the appointment of the said commissioners.

XIV. And be it further enacted, That the ninth, Part of a tenth and eleventh sections, of the before mentioned former act act, entitled "an act relative to improvements touch-streets, &c.

relative to

repealed.

Debts contracted un

ed.

ing the laying out of streets and roads in the city of New-York, and for other purposes," passed the 3d day of April, 1807, be and hereby are repealed.

XV. And be it further enacted, That all debts and der the same expenses incurred by the said mayor, aldermen and commonalty, for or on account of the opening of any street, avenue, square or public place, or any particu lar part or section of any street or avenue, laid out by the said commissioners of streets and roads in the city of New-York, under and by virtue of the act, entitled "an act relative to improvements touching the laying out of streets and roads in the city of New-York, and for other purposes," passed April 3d, 1807, may be funded at such interest, in like manner and under the same limitations and restrictions, as is authorised by the act, entitled "an act to regulate the finances of the city of New-York," passed the 8th day of June,

act.

1812.

XVI. And be it further enacted, That this act This a public shall be and hereby is declared to be a public act, and shall be favorably and liberally expounded and construed to advance the end thereof.

Preamble.

Company

CHAP. CLXXV.

An ACT to incorporate the Stockholders of the City
Bank of New-York.

WE

Passed June 16, 1812.

HEREAS Grove Wright and others, associ ated as a company, under the style of the City Bank of New-York, by their petition presented to the Legislature, have prayed for the privilege of being incorporated, the better to enable them to carry on the purposes of their institution: Therefore,

I. Be it enacted by the people of the state of New incorporated York, represented in Senate and Assembly, That all such persons as now are or hereafter shall be stock, holders of the said company, shall be and hereby are ordained, constituted and declared to be, from time to time, and until the first day of July, which will be in the year of our Lord one thousand eight hundred and thirty-two, a body corporate and politic, in fact and in

name, by the name of "the President, Directors and
Company, of the City Bank of New-York," and by Their style
that name they and their successors, until that day,
shall and may have continual succession, and shall
be persons in law capable of suing and being sued,
pleading and being impleaded, answering and being
answered unto, defending and being defended, in all
courts and places whatsoever, and in all manner of ac-
tions, suits, complaints, matters and causes whatso-
ever; and that they and their successors may have a
common seal, and may change and alter the same at
their pleasure; and also that they and their successors,
by the same name of "the president, directors and
company, of the city bank of New-York," shall be in
law capable of purchasing, holding and conveying,
any estate, real or personal, for the use of the said cor-
poration.

II. And be it further enacted, That the capital stock Amount of
of the said corporation shall be two millions of dollars, stock.
and that a share in the stock shall be fifty dollars, and
that subscriptions to the said capital stock may be
kept open, under the direction of the president and

1500,0

directors, until the whole sum of two millions of dol- 1500,000. lars shall be subscribed.

120,000 dolls.

the state.

III. And be it further enacted, That the president, directors and company, of the said bark, shall pay to to be paid to the treasurer of this state, for the use and benefit of common schools, one hundred and twenty thousand dollars, in six equal annual payments, the first payment to be made on the first day of May next, and in default, of either of the said payments, this act to be null and void.

Number of

shall be 15.

Election
and how to

IV. And be it further enacted, That the stock, property, affairs and concerns of the said corporation, shall directors be managed and conducted by fifteen directors, being stockholders and citizens of this state, which directors shall hold their offices for one year, from the first day of July in every year, and shall be elected on the first Tuesday of June, in every year, at such time of the day, and at such place, within the city of New-York, as a majority of the said directors for the time being shall appoint; and public notice shall be given by the

when held

be conducted

élever

said directors, not less than fourteen days previous to the time of holding the said election, by an advertisement to be inserted in at least two of the public newspapers printed in the city of New-York, and the said election shall be made by such of the stockholders of the said corporation as shall attend for that purpose, either in person or by proxy; and all elections for the directors shall be by ballot, and the fifteen persons who shall have the greatest number of votes shall be directors; and if it should happen at any election that two or more persons have an equal number of votes, then the said directors in office at the time of such election, or a major part of them, shall proceed by ballot, and by plurality of votes determine which of the said persons, so having an equal number of votes, shall be the director or directors, so as to complete the whole number; and the directors elected, as soon as may be thereafter, shall proceed, in like manner, to elect by ballot one of their number to be their president; and if any director shall remove out of this state, or cease to be a stockholder, his office shall be considered as vacant; and whenever any vacancy or vacancies shall happen among the directors by death, resignation, removal or otherwise, such vacancy or vacancies shall be filled for the remainder of the year in which they shall happen by such person or persons as the remainder of the directors for the time being, or a majority of them, shall appoint, and that Samuel Osgood, Grove Wright, Jasper Waud, Henry Fanning, Ichabod Prall, Benjamin Bailey, Abraham Bloodgood, Samuel Tooker, Isaac Pierson, William Cutting, Peter Stagg, John Swartwout, William Irving, John L. Norton and Wil liam Furman, shall be the present directors, and shall hold their offices respectively until the first day of July, which will be in the year of our Lord one thousand eight hundred and thirteen, and no election shall take place in said company until the first Tuesday in June of the said year: Provided, That no stockholder, not a citizen of the United States, and an actual resident therein, shall be entitled to vote at elections or otherwise, either in person or by proxy.

solved for

election on

pointed.

V. And be it further enacted, That in case it should corporation at any time happen that an election of directors should not to be dis not be made on any day when, pursuant to this act, it not making ought to have been made, the said corporation shall the day ap not for that cause, or for any non-user, be deemed to -be dissolved, but that, it shall and may be lawful, on any other day, to hold an election for directors, in such manner as shall be provided by the laws and ordinances of the said corporation.

Directors

bye-laws.

VI. And be it further enacted, That the directors for the time being, or a majority of them, shall have may make power to make and prescribe such bye-laws, rules and regulations, as to them shall appear needful and proper, touching the government of the said corporation; the management and disposition of the stock, business, property, estate and effects, of the said corporation; the duties and conduct of the officers, clerks and servants, employed therein; the election of directors, and all such other matters as may appertain to the concerns of the institution; and shall also have 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: Provided, That such bye-laws, rules and regulations, be not repugnant to the constitution and laws of the United States or of this state.

Proviso.

registered.

VII. And be it further enacted, That no transfer No transfer of stock of the said company shall be valid or effectu- valid unless al, until such transfer shall be entered or registered in a book or books to be kept for that purpose by the directors.

exceed

amount of

VIII. And be it further enacted, That the total amount of debts which the said corporation shall at Debts not to any time owe, whether by bond, bill, note or other three contract, over and above the specie then actually de- capital. posited in the bank, shall not exceed three times the sum of the capital stock subscribed and actually paid into the said bank; and in case of such excess, the directors, under whose administration it shall happen, shall be liable for the same in their separate and private capacities; but this shall not be construed to exempt the said corporation, or any estate, real or personal,

1