5 directors

sen.

junior, and Isaac Mills, are hereby appointed commissioners, who, or either three of them, may as soon after the passing of this act as shall be convenient, receive subscriptions for the stock of the said corporation in such manner as they shall deem most expedient and proper, and that said commissioners or either three of them, are hereby authorized and empowered to call a meeting of the stockholders as soon as twenty thousand dollars shall be subscribed for, at such time and place as they shall appoint, for the purpose of electing directors.

III. And be it further enacted, That the stock, property and may be cho- affairs of the corporation shall be managed by five directors, one of whom shall be 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

Other offi

appointed.

to one vote.

IV. And be it further enacted, That the said president and dicers may be rectors for the time being, or a major part of them, shall have power 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 officers, concerns, mechanics, workmen, artificers, laborers and servants of the said corporation, and the same to alter or repeal: Provided always, That such by-laws, rules and regulations be not inconsistent with the constitution and laws of the United States, or of this state; 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 cach share, which shall be paid to the stockholders by the treasurer of said company.

Proviso.

Proviso with respect to election.

Books of ac

open at reas

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

VI. And be it further enacted, That the books of said compacounts to be ny containing their accounts shall at all reasonable times be open onable times. for the inspection of any of the stockholders of the said company, and every year a statement of the accounts of the said company shall be made by order of the directors.

Directors

subfcriptions.

VII. And be it further enacted, That the directors may call in 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, under a penalty for ten days neglect of payment of a forfeiture of all previous instalments, and of all rights and interest whatever in the said company, giving public notice thereof at least thirty

days in two different newspapers published in the city of NewYork.

be settled af

corporation.

VIII. And be it further enacted, That for all debts that shall Debts how to be due from said company, at the time of its dissolution, the ter the dissostockholders thereof shall then be responsible therefor in their lution of the individual and private capacity to the extent of their respective shares and no further: Provided also, That nothing contained in this act shall be construed to authorise or empower the said corporation to use their funds for any banking transactions, or in purchasing of the stock of any bank in this state, or any public stock whatever.

IX. And be it further enacted, That this act shall be to all in- This a public act. tents and purposes considered as a public act, and shall be construed and considered in all courts and places benignly and favorably for every beneficial purpose therein mentioned and contained.

CHAP. LXVIII.

An ACT relative to the Mohawk Turnpike Company.

Passed March 19, 1813.

I. BE it enacted by the people of the state of New-York, represented in Senate and Assembly, That for ten years from and after the first day of May next, it shall and may be lawful for the president and directors of the Mohawk turnpike company to erect a gate on each of the bridges across the East and West Canada creeks; and in addition to the toll now permitted to be taken on said road, to demand and receive from persons passing either of the aforesaid two bridges, half the rate of toll that the said company are authorized by the act entitled "an act to incorporate the Mohawk turnpike and bridge company," to take at any other full toll gate on said turnpike road: Provided, That nothing in this act shall authorize the said company to demand toll from any person crossing either of the said bridges with a sleigh or sled in the months of January or February in every year, or to receive toll of or from any person passing to or from public worship, or to or from his common business on his farm, or to or from any mill, or to or from any general or other training.

II. And be it further enacted, That it shall and may be lawful for the said president and directors to make such regulations as they may think proper restraining persons from passing any of the bridges across the East and West Canada creeks, and the Mohawk river at Utica, with horses, oxen, carts, waggons or carriages of any description, faster than on a walk, and to inflict penalties for the breach of those regulations: Provided the penalty for each offence shall not exceed one dollar : And provided, That due notice be given of the amount of such penalty by placing the same in some conspicuous place at each end of said bridges; said penalty to be recovered in the same manner in which penalties for avoiding any of the gates on said turnpike road are now recovered.

I

CHAP. LXIX.

An ACT to authorise the Supervisors of the county of Genesee to raise Money by Tax for the erection of a fire-proof Clerk's Office.

Passed March 19, 1813.

1. BE it enacted by the people of the state of New-York, represented in Senate and Assembly, That it shall be the duty of the supervisors of the county of Genesce, and they are hereby authorised and directed, at their annual meeting in October next, to cause a sum not exceeding one thousand five hundred dollars to be levied on the freeholders and inhabitants of the said county, together with the additional sum of five cents on each dollar for collecting the same, which sums shall be levied and collected in the same manner as the other contingent charges of the said county are raised, levied and collected, for the purpose of erecting a fire-proof building for the use of the clerk of said county, and in which all the public records and papers belonging to the office of the clerk of said county shall be kept after the said building shall be completed.

II. And be it further enacted, That it shall be the duty of the said supervisors to purchase and procure a convenient lot to erect said building upon, as near as may be convenient to the court house in the town of Batavia, and that Isaiah Babcock, Ephraim Towner and Isaac Sutherland, of the town of Batavia, be commissioners to superintend the erection of the same.

Preamble.

CHAP. LXX.

An ACT to incorporate the Stockholders of the Bank of Lansing

burgh.

Passed March 19, 1813.

WHEREAS James Hickok and others, by their petition presented to the legislature, have prayed to be incorporated for banking operations: Therefore,

Company in- I. BE it enacted by the people of the state of New-York, corporated, represented in Senate and Assembly, That all such persons as now are or hereafter shall be stockholders of the said bank, shall be and hereby are ordained, constituted and declared to be, from time to time, and until the first day of May, one thousand eight hundred and thirty-three, a body corporate and politic in fact and in name, by the name of "The President, Directors and Company of the Bank of Lansingburgh," and by that name they and their successors, until the said first day of May, one thousand eight hundred and thirty-three, 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 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 also that they and their successors, by the same name of the president, directors and company of the bank of Lansingburgh, shall be in

law capable of purchasing, holding and conveying any estate, real or personal, for the use of the said corporation.

to be chofen.

II. And be it further enacted, That a share of the said bank Stock. shall be twenty dollars, and the number of shares shall not exceed ten thousand, exclusive of what may be subscribed on the part of the state; and that subscriptions to the said capital stock may be kept open under the direction of the president and directors, until the whole number of shares shall be subscribed; and that this state shall have a right to subscribe any number of shares to the said bank not exceeding in the whole one thousand, which shall be paid for in such proportions, and at such times as shall be provided for by the by-laws of the said corporation. III. And be it further enacted, That the stock, property, af- 15 directors fairs and concerns of the said corporation shall be managed and conducted by fifteen directors, one of whom to be president, who shall hold their offices for one year, and until others shall be appointed and elected in their stead, in the manner hereafter mentioned: The person administering the government of this state, by and with the advice and consent of the council of appointment, shall, and hereby is authorised annually, on or before the first Monday of April, to appoint two fit persons from among the stockholders residing in the said village of Lansingburgh, to be directors in said bank; and in case either of the two directors so to be appointed, shall refuse to accept, or shall die, resign his office, or remove out of the said village, that then and in such case it shall and may be awful for the comptroller of this state for the time being, from time to time, to appoint by writing under his hand, another stockholder of the said village to be director in his stead; the remaining thirteen directors shall be stockholders, citizens of this state, and ten of whom at least, at the time of their election, shall reside in the said village of Lansingburgh, and shall be elected on the first Monday of April in Election. every year, at such place in the village of Lansingburgh as a majority of the directors, who shall upon all occasions constitute a board for doing business for the time being, shall appoint; and public notice shall be given by the said directors, in the public newspaper printed in the said village, of such time and place, not more than sixty nor less than thirty days previous to the day of holding said election; and the election shall be held and made by the stockholders of the said bank, either in person or by proxy; and all elections for directors shall be by ballot, each share of the stock having one vote, and the thirteen persons who shall have the greatest number of votes, shall be directors; and if it should so happen at any election, that two or more persons have an equal number of votes, then the majority of the directors in office, at the time of such election, shall proceed to ballot, and by plurality of votes determine which of the said persons so having an equal number of votes, shall be director or directors, so as to complete the whole number of fifteen; and the said directors chosen at such election, 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 di rector shall remove out of this state, his office shall be considered as vacant; and when any vacancy or vacancies shall happen by death, resignation or otherwise, such vacancy or vacancies shall

ors.

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; First direct and the first directors shall be Elijah Janes, James Hickok, Elias Parmelie, Shubael Gorham, James Adams, John Stewart, Abraham C. Lansing, Jonathan Burr, Calvin Barker, James Denison, Timothy Leonard, James Dougry, Gardner Tracy, Silvanus J. Penniman, and Asa Burt, who shall hold their offices respectively until the first Monday of April, which will be in the year one thousand eight hundred and fourteen, and until others shall be appointed and elected in their stead.

Provifo respecting elections,

Directors may make by-laws.

Proviso.

Bank where to be kept.

Transfers how to be made.

Total debt not to exceed three times

capital.

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

V. And be it further enacted, That the directors for the time being, or a majority of them, shall have power to make and prescribe such by-laws, rules and regulations 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 matters as appertain to the business of a bank; and shall also have power to appoint such and 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 by-laws, rules and regulations be not repugnant to the constitution and laws of the United States or of this state: And provided further, That the said president and directors shall not prohibit by any by-law or resolution, the discount of notes to the amount of twenty-five dollars.

VI. And be it further enacted, That the said bank shall be established and kept, and buildings necessary for the accommodation thereof erected, and the business thereof at all times hereafter transacted in the compact part of the said village of Lansingburgh.

VII. And be it further enacted, That no transfer of the stock of the said corporation shall be valid or effectual in law, until such transfer shall be entered or registered 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, which exceed in amount the residuary stock of such person or persons.

VIII. And be it further enacted, That the total amount of debts which the said corporation shall at any time owe, wheththe amount of er by bond, note or other contract, over and above the specie then 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 separate and private capacities; but this shall