be defended, answer and be answered unto, in any court of record, or elsewhere. And said corporation may have and use a common seal, and may alter the same at their pleasure.

The capital stock of said corporation shall not exceed one hundred and fifty thousand dollars; and that a share in said stock shall be five hundred dollars, and shall be deemed and considered personal estate, and be transferable only on the books of said company in such form as the directors of said company shall prescribe. But no transfer shall be valid so long as the stockholder transfering, is or shall be indebted to said company, and said corporation may go into operation whenever and as soon as ten thousand dollars shall be taken up or subscribed for and paid in.

The stock, property, and affairs of the corporation shall be managed by not less than three nor more than nine directors; one of whom they shall appoint their president; who shall hold their offices for one year; which directors shall be stockholders and citizens of the United States, and shall be annually elected at such time and place as the regulations of said corporation shall prescribe. A majority of the directors shall on all occasions constitute a board for the transaction of business; and a majority of the stockholders present at any legal meeting, shall be capable of transacting the business of such meeting, each share entitling the owner thereof to one vote. And Moses Arnold, Thomas Hubbard, Benjamin Duick, William Bowen and James McClellen, shall be the first directors of said corporation.

The said president and directors for the time being, or a major part of them, shall have power to fill any vacancy which may happen in their board by death, resignation, or otherwise, for the current year, and to appoint and employ, from time to time, a secretary, treasurer, and such other officers, mechanics, workmen, artificers, laborers and servants, as they may think proper for the transacting of the business and concerns of the said company; and also to make and establish such by-laws, rules, and regulations as they shall think expedient for the better management of the concerns, officers, mechanics, workmen, artificers, laborers and servants of the said corporation, and the same to alter and repeal: provided always, that such bylaws, rules, and regulations be not inconsistent with the laws and constitution of this State, and of the United States. And said directors shall and may, as often as the interest of the stockholders shall require, and the affairs of said company will permit, declare a dividend or dividends of profit on each share, which shall be paid by the Treasurer of said company.

If it shall so happen that an election of directors should not take place in any year at the annual meeting of the corporation, the said corporation shall not for that reason be dissolved; but such election may be held thereafter on any convenient day to be fixed on by the directors, they giving public notice thereof.

The books of said company containing their accounts, shall at all reasonable times, be open for the inspection of any of the stockholders of said company; and as often as once in each year, a statement of the accounts of said company, shall be made by order of the directors.

The directors may call in the subscriptions to the capital stock by instalments, in such proportions and at such times and places, as they may think proper, giving such notice thereof as the by-laws and regulations of said company shall prescribe; and in case any stockholder shall neglect or refuse payment of any such instalment or instalments, for the term of thirty days

after the same shall become payable, such negligent stockholder or stockholders shall forfeit to said company all his, her, or their previous instalments, together with all his, her, or their rights and interest whatsoever in said company.

For all debts which may at any time be due from said company, the stockholders thereof at the time of their being contracted shall be responsible in their private capacity, provided said corporation shall become insolvent, or the property and estate of said corporation cannot be found, and not otherwise.

The debts of said corporation shall at no time exceed one half the amount of the capital stock actually paid in or secured.

This grant shall be subject to be altered, amended or repealed, at the pleasure of the General Assembly.

RESOLVE INCORPORATING ARROWMAMET MANUFACTURING COMPANY.

PASSED, MAY 1828.

Resolved by this Assembly, That Luther Spalding, Gad Cowles, Martin Cowles and George Spalding, with all others, who are or shall hereafter become associated with them, be, and they hereby are, with their successors and assigns, made and established a body politic and corporate, by the name of "The Arrowmamet Manufacturing Company," for the purpose of manufacturing Cotton, Silk, Wool, Hemp and Flax, in the most advantageous manner; and by that name, they and their assigns and successors shall be, and hereby are, authorized and empowered to purchase, take, hold, occupy, possess, and enjoy to them and their successors, any goods, chattels and effects, of whatever kind they may be, the better to enable them to carry on such business to advantage; also to purchase, take, hold, occupy, possess and enjoy any such lands, tenements, or hereditaments in the State of Connecticut, as may be necessary for the views and purposes of said corporation, not exceeding in the whole one hundred acres, unless the same be taken in payment of, or as security for debts due the corporation; and the same to sell and dispose of at pleasure; or to take a lease or leases thereof for a term of years; also to sue and be sued, plead and be impleaded, defend and be defended, answer and be answered unto, in any court of record, or elsewhere. And said corporation may have and use a common seal, and may alter the same at their pleasure.

The capital stock of said corporation shall not exceed one hundred and fifty thousand dollars; and that a share of said stock shall be one hundred dollars, and shall be deemed and considered personal estate, and be transferable only on the books of said company in such form as the directors of said company shall prescribe. And said company shall at all times have a lien upon all the stock or property of the members of said corporation invested therein for all debts due from them to said company.

The stock, property, and affairs of the corporation shall be managed by not less than three, nor more than five directors; one of whom they shall appoint their president, who shall hold their offices for one year; which di

rectors shall be stockholders and citizens of the United States, and shall be annually elected at such time and place as the regulations of said corporation shall prescribe. A majority of the directors shall on all occasions when met in said town of Middletown, constitute a board for the transaction of business; and a majority of the stockholders present at any legal meeting, shall be capable of transacting the business of such meeting, each share entitling the owner thereof to one vote. And Luther Spalding, Gad Cowles and Martin Cowles shall be the first directors of said corporation.

The said president and directors for the time being, or a major part of them, shall have power to fill any vacancy which may happen in their board, by death, resignation or otherwise, for the then current year, and to appoint and employ, from time to time, a secretary, treasurer, and such other officers, mechanics and laborers, as they may think proper for the transaction of the business and concerns of the said company; and also to make and establish such by-laws, rules and regulations, as they shall think expedient for the better management of the concerns of the said corporation, and the same to alter and repeal: provided always, that such by-laws, rules and regulations, be not inconsistent with the laws of this State, or the United States. said directors shall and may, as often as the interest of the stockholders shall require, and the affairs of said company will permit, declare a dividend or dividends of profit on each share, which shall be paid by the treasurer of said company.

And

If it shall so happen that an election of directors should not take place in any year at the annual meeting of the corporation, the said corporation shall not for that reason be dissolved; but such election may be held thereafter on any convenient day within one year, to be fixed on by the directors, they previously giving public notice thereof.

The books of said company containing their accounts shall at all reasonable times be open for the inspection of any of the stockholders of said company; and as often as once in each year, a statement of the accounts of said company, shall be made by order of the directors.

The directors may call in the subscriptions to the capital stock by instalments, in such proportions and at such times and places, as they may think proper, giving such notice thereof as the by-laws and regulations of said company shall prescribe; and in case any stockholder shall neglect or refuse payment of such instalment or instalments, for the term of sixty days after the same shall become due and payable, and after he, she, or they have been notified thereof, such negligent stockholder or stockholders shall forfeit to said company all his, her, or their previous instalments, together with all his, her, or their rights and interest whatever in said stock.

For all debts which may at any time be due from said company, the stockholders thereof shall not be responsible in their private capacity, but the property and estate of said corporation.

Provided that nothing contained in this act shall be construed to authorize or empower the said corporation to use their funds for any banking transactions: And also provided that this grant shall be subject to be altered, amended or repealed at the pleasure of the General Assembly.

Provided further, that said company, within twelve months from the passing of this act, shall lodge a certificate with the town clerk of the town where their manufacturing establishment is situated, containing the amount of capital stock actually paid in, and belonging to said company; and the amount of capital stock thus certified, shall not be withdrawn so as to reduce

the same below the amount stated in said certificate, nor below the sum of twenty thousand dollars.

Provided also, if any part of the capital paid in and certified, shall be withdrawn without the consent of the General Assembly, the directors ordering, causing or allowing such withdrawal or reduction of capital, shall be liable jointly and severally, as traders in company in case of the insolvency of said corporation at any period afterward, for all debts owing by said corporation at the time of or subsequently to the reduction or diminution of the capital as aforesaid.

RESOLVE INCORPORATING ASHLAND MANUFACTURING COMPANY.

PASSED, MAY 1833.

Resolved by this Assembly, That Ebenezer Blackman, Columbus Reed, John P. Kniblo, with all others who now are, or shall hereafter become associated with them, be, and they hereby are, with their successors and assigns, made and established a body politic and corporate, by the name of The Ashland Manufacturing Company," to carry on the manufactory of Cotton Cloth and Cotton Yarn, in all their various branches, in the most advantageous manner; and by that name, they and their assigns and successors shall be, and hereby are, authorized and empowered to purchase, take, hold, occupy, possess, and enjoy to them and their successors, any goods, chattels and effects, of whatever kind they may be, the better to enable them to carry on such business to advantage; also to purchase, take, hold, occupy, possess, and enjoy any such lands, tenements, or hereditaments in the county of Litchfield, as shall be necessary for the views and purposes of said corporation, not exceeding in the whole thirty acres, unless the same be taken in payment of, or as security for debts due the corporation, and the same to sell and dispose of at pleasure; or to take a lease or leases thereof for a term of years; also to sue and be sued, plead and be impleaded, defend and be defended, answer and be answered unto, in any court of record, or elsewhere. And said corporation may have and use a common seal, and may alter the same at their pleasure.

The capital stock of said corporation shall not exceed ten thousand dollars, with the liberty and privilege of increasing the same to thirty thousand dollars; and that a share of said stock shall be fifty dollars, and shall be deemed and considered personal estate, and be transferable only on the books of said company, in such form as the directors of said company shall prescribe. And said company shall at all times have a lien upon all the stock or property of the members of said corporation invested therein for all debts due from them to said company.

The stock, property, and affairs of the corporation shall be managed by not less than three nor more than five directors, one of whom they shall appoint president, to hold their offices one year; which directors shall be stockholders and citizens of the United States, and shall be annually elected at such time and place as the regulations of said corporation shall prescribe. A majority of directors shall on all occasions when met in said town of

Sharon, constitute a board for the transaction of business; and a majority of the stockholders present at any legal meeting, shall be capable of transacting the business of such meeting, each share entitling the owner thereof to one vote. And the said Ebenezer Blackman shall call the first meeting of said. corporation, when the directors thereof shall be chosen.

The said president and directors for the time being, or a major part of them, shall have power to fill any vacancy which may happen in their board, by death, resignation or otherwise, for the then current year, and to appoint and employ, from time to time, a secretary, treasurer, and such other officers, mechanics and laborers, as they may think proper for the transaction of the business and concerns of the said corporation; and also to make and establish such by-laws, rules and regulations, as they shall think expedient for the better management of the concerns of the said corporation, and the same to alter and repeal: provided always, that such by-laws, rules and regulations, be not inconsistent with the laws of this State, or the United States. And said directors shall and may, as often as the interest of the stockholders shall require, and the affairs of said company will permit, declare a dividend or dividends of profit on each share, which shall be paid by the treasurer of said corporation.

If it shall so happen that an election of directors should not take place in any year at the annual meeting of the corporation, the said corporation shall not for that reason be dissolved; but such election may be held thereafter on any convenient day within one year, to be fixed on by the directors, they previously giving public notice thereof.

The books of said company containing their accounts shall at all reasonable times be open for the inspection of any of the stockholders of said company; and as often as once in each year, a statement of the accounts of said company shall be made by order of the directors.

The directors may call in subscriptions to the capital stock by instalments, in such proportions, and at such times and places, as they may think proper, giving such notice thereof as the by-laws and regulations of said company shall prescribe; and in case any stockholder shall neglect or refuse payment of such instalment or instalments, for the term of sixty days after the same shall become due and payable, and after he, she, or they have been notified thereof, such negligent stockholder or stockholders shall forfeit to said company all his, her, or their previous instalments, together with all his, her, or their right and interest whatever in said stock.

For the debts which may at any time be due from said company, the stockholders thereof shall not be responsible in their private capacity, but the property and estate of said corporation only.

Provided, that nothing contained in this act shall be construed to authorize or empower the said corporation to use their funds for any banking transactions: And also provided that this grant shall be subject to be altered, amended or repealed, at the pleasure of the General Assembly.

Provided further, that said corporation shall on or before the first Monday of December 1833, cause to be lodged in the office of the town clerk, of said town of Sharon, a certificate, subscribed by the secretary or clerk of said corporation, and sworn to before some Justice of the Peace, containing the amount of capital stock then paid in and belonging to said corporation, and within ten days next after any additional instalment shall be paid, said corporation shall cause a similar certificate to be lodged with said town clerk, and the said capital stock shall not be withdrawn in whole or in part,