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AJJ^^- I. Be it enacted by the people of the state of New, Storkhohl- York, represented in Senate and Assembly, That the pwatwTun- stockholders of the said bank, and all such persons as Mondayin s^a^ hereafter De stockholders of the same, shall be, Marchi83i and arc hereby ordained, constituted and declared to be, until the first Monday, of March, which shall be in the year of our Lord one thousand eight hundred and thirty-one, a body corporate and politic, in fact and in Their «tyic name» by the name of " the President, Directors and pnd powers. Company oi the Union Bank in the city of New-York," and by that name they and their successors, until that day, shah 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 actions, suits, complaints, matters and causes whatsoever, and that they and their successors may have a common seal, and may change and alter the same at their pleasure; and that they and their successors, by the same name and style, shall be in law capable of purchasing, holding and conveying any estate, real or personal, for the use of the said corporation: Provided hmiitoh^nevertheless, and it is hereby further enacted, That the wrtiiv?" lands, tenements and hereditaments which it shall be striction*. lawful for the said corporation to hold, shall be only such as shall be requisite for its immediate accommodation in relation to the convenient transaction of its business, or such as shall 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 Restricted provided further, That it shall not be lawful for the h^ncooiisSa'^ corporation, directly or indirectly, to deal or trade de-'rertain *n buying or selling any goods, wares or merchandise exceptions, whatsoever, or in buying or selling any stock created under any act of the United States or any particular state, unless in selling the same when truly pledged by way of security for debts due to the said corpora
, U. And be it further enacted, That the capital stock ^Ji^J-. of the said corporation shall not exceed eighteen hundred thousand dollars, and that a share in the said stock c»piuJ shall be^fifty dollars, and that the stockholders of thcstoct Jersey Bank shall be stockholders of the corporation hereby created, of the like number of shares that they may hold in the Jersey Bank at the time of the passing of this act.
III. And be it further enacted, That the stock, prop- Affiurs of erty, affairs and concerns of the said corporation shallto'E^ be managed ai d conducted by eleven directors, being "ged tb> a
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stockholders and citizens ot this state, which directors shall hold their offices one year from the second Monday of March in every year; and the said directors shall be elected on the first Monday in March in every year, at such time of the day and at such place with* in the city of New-York, as a majority of the directors for the time being shall appoint; and public notice xoticetobe shall be given by the said directors, not less than thir-pi'cnofe
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ty days previous to the time of holding said election, by an advertisement to be inserted in at least two of the public news-papers printed in the city of NewYork ; and the said election shall be made by such of the stockholders of said corporation as shall attend for that purpose, either in person or by proxy, and all elections for directors shall be by ballot, and the eleven persons who shall have the greatest number of votes shall be directors; and if it shall happen at any election, that two or more persons shall have an equal number of votes, then the said directors in office at the time of such election, or a majority of them, shall proceed to ballot, and by a 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 of directors for the ensuing year, who shall take their seats at the board on the second Monday in the same month of March, and as soon as may be thereafter shall proceed to elect by ballot one vmuUnt of their number to be their president; and if any di-liowc!ected rector shall remove out of the state, or cease to be a stockholder, his office shall be considered as vacant;
Ajxjan.and whenever any vacancy, or vacancies shall happen among the directors, by death, resignation 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 until the second Monday in March, which
A Jtekson m tne year one tnousand eight hundred and
ami others' twelve, Amasa Jackson, John B. Murray, Allen Shepui!tn the herd, James Thompson, Sylvester Robinson, James par mi. Heard, Andrew Foster, Joseph Strong, Cornelius Dubois, Elias Kane and David Dunham, shall be the directors of the said corporation, of whom Amasa Jackson shall be president. Corpont;- IV. And be it further enacted, That in case it should on uotdia- at any time happen that an election of directors should
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neglecting not be made on any day when pursuant to this act it their offl- ought to have been made, the said corporation shall cerson the no^ for that cause be deemed to be dissolved, but it
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•cribed by shall and may be lawful to hold such election on such Uv' other day and in such other manner as shall be prescribed by the by-laws and ordinances of the said corporation.
V. And be it further enacted, That a majority of Majority of the directors for the time being shall form a board or form »TMuo- quorum for transacting all the business of the said corrta>- poration, and shall have power to make and prescribe Anlborized such by-laws, rules and regulations, not repugnant to i by- the constitution or laws of the United States, or of this state, as to them shall appear needful and proper, touching the management and disposition of the stock, 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 mutters as 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 allow
Tran«ferances as to tnem shall seem meet, notvaiidun- VI. And be it further enacted, That no transfer of tu.reg,u*r" stock shall be valied or effectual, until such transfer shall be entered or registered in a book or books, to^^^ be kept for that purpose by the directors.
VII. And be it further enacted, That the total a- Dntltl a_ mount of debts which the said corporation shall at any mount of, time owe, whether by bond, note, bill or other con-restmne*' tract, over and above the specie actually deposited 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 private and separate capacities, but this shall not be construed to exempt the said corporation, or any estate real or personal which they may hold as a body corporate, from also being liable for and chargeable with such excess, but such.jjjj^lTM of the said directors who shall have been absent when*k°lo»»1>cthe said excess was contracted, or who may have dis- '"
sented from the resolution or act whereby the same was so contracted, shall not be so liable.
VIII. And be it further enacted, That the bills obligatory and of credit, under the seal of the said corpor- „.„ ation, which shall be made to any person whatever, tory and of shall be assignable by endorsement thereupon, under ^»bi*and the hand of such person or his assignee, and to enable wndmgon such assignee to bring and maintain an action there- ny. upon in his own name; and all bills or notes, which may be issued by order of the said corporation for the payment of money to any person whatever, or his order or to bearer, though not under the seal of the said corporation, shall be binding and obligatory upon the said corporation in like manner and with like force and effect, as upon any private person if made by him, and shall be assignable and negotiable in like manner as if made by such private person.
IX. And be it further enacted, That the said corpor-ETtUtti ation shall not demand any greater interest for anyon |0!U»loan or discount than at the rate of six per cent, per
X. And be it further enacted, That unless the pres-eh»rterto ident and directors of the Jersey bank shall, within Ij^ITM*" three months after the passing of this act, surrender
^JJyl^J- and dissolve the charter they hold under the act or the legislature of New-Jersey, or unless the same shall be otherwise dissolved, that this act, and the provisions therein contained, shall be null and void.
XI. And be it further enacted, That this act be and it is hereby declared to be a public act, and that the same be construed in all courts and places, benignly nnd favorably for all beneficial purposes therein mentioned
CHAP. XXXV. An ACT to amend the act, entitled "An act for improving the navigation of the Black River, in the county of Jefferson." Passed March 8, 1811. I. T)£ it enacted by the p topic of the state of JYcvr_D York, represented in Senate and Assembly, That corporsti- it shall and may be lawful for the president and direcSy fiwmw tors °^ tne corPorati°n created by the act hereby aact m»>- mended, as soon as the navigation of the said river wi.cn navi- shall be perfected, to appoint a collector, who shall and may demand and receive, of and from the person or persons having the charge of any boat or vessel, of more than five tons burthen, passing through the said navigation, a sum not exceeding twenty-five cents for every ton of the ascertained burthen, or fifty cents for the passing and repassing of such boat or vessel; and for every boat or vessel of less than five tons burthen, passing through the said navigation, a sum not exceeding fifty cents for every ton of the ascertained burthen, or one hundred cents for the passing and repassing of such boat or vessel, as the p esident and directors of the said corporation shall think proper: Pron"'s0' vided, That the amount of all the tolls accruing to the corporation made and created by the act hereby amended, shall not exceed in any one year, fourteen per cent on the capital stock actually expended, to be ascertained and determined by the judges for the time N»Tig»tion being, of the court of common pleas of the said counpUteVTs *>' °^ Jefferson, or a majority of them. yea«, thi» II. And be it further enacted, That if the corporation TOid° made and created by the act hereby amended, shall not