Application of acts relative to assignments.

full discharge from the same, and the process shall be proceeded in only against the other stockholders that are liable.

SECTION 8. The several provisions of the act of the fourteenth of June, one thousand eight hundred and thirty-six, entitled "An Act relating to assignees for the benefit of creditors and other trustees," shall be held to apply to all assignments made by the said bank, whether under the provisions of the said second section of the act of twelfth March, one thousand eight hundred and forty-two, or otherwise, and the courts shall exercise all the powers therein given, in addition to the authority conferred by this act, to compel settlements of the accounts of the assignees, and to do every act necessary and proper to accomplish the purposes of the trust, and to compel distribution of the moneys and assets in the hands or power of the said assignees amongst the creditors entitled, according to the just proportion due to each.

Order of paySECTION 9. The said assignees shall pay, out of the assets and proment of liabilities, perty of the said bank, in case of any assignment, the debts and liabilities of the same, in the following order: First, note holders; second, depositors; third, all other creditors, except stockholders, who shall be last paid.

Penalty for embezzlement.

Evidence of

SECTION 10. If any president, cashier, or any other officer or clerk of the said bank, shall fraudulently embezzle or appropriate to his own use, or to the use of any other person or persons, any money or other property belonging to the said institution, or left with the same as a special deposite or otherwise, he or they upon conviction of such offence shall be fined in a sum not less than the amount so appropriated or embezzled, and sentenced to undergo imprisonment in one of the state penitentiaries, as the case may be, to be kept in separate or solitary confinement, at labor, for any term not exceeding two years, at the discretion of the court: Provided, That this shall not prevent any person or persons aggrieved, from pursuing his, her or their civil remedy against such person or persons.

SECTION 11. The insolvency of said bank shall be deemed fraudfraudulent insol- ulent, unless its affairs shall appear, upon investigation, to have been fairly and legally administered, and generally with the same care and diligence that agents, receiving a compensation for their services, are bound by law to observe.

vency.

Liability of di

rectors.

Proviso.

Liability on transfers of stock.

SECTION 12. In case of a fraudulent insolvency the directors of said bank, by whose acts or omission the insolvency was in whole or in part occasioned, and whether then in office or not, shall each be liable to the stockholders of the said bank for his proportional share of the respective losses, the proportion to be ascertained by dividing the whole loss amongst the whole number of directors liable for its reimbursement. If the moneys remaining due to the creditors of the said bank, whose insolvency shall be adjudged fraudulent after the distribution of its effects, shall not be collected in whole or in part from the directors liable for their reimbursement, the deficiency so far as to redeem the notes issued, shall be made good by the contribution of the stockholders of the said bank; the whole amount of the deficiency shall be assessed on the whole number of shares of the capital stock, and the sum necessary to be paid on each share shall then be ascertained, and each stockholder shall be liable for the sum assessed on the number of shares held by him, not exceeding the nominal amount of such shares, in addition to the sum paid or which he may be liable to pay on account of their shares Provided, That nothing contained in this section shall be so construed as to conflict with the fourth section of this act.

SECTION 13. If the amount assessed on the shares of any stockholder under the provisions of the last section, shall not be collected from

such stockholder by reason of his insolvency or his absence from this state, the sum remaining due on such assessment shall be recoverable against the person from whom the delinquent stockholder, at any time within six months previous to the insolvency of the said bank, shall have received a transfer of the shares or any portion of the shares then held by him; and any person having made such transfer shall be liable in the same manner, and for the same proportion, that he would have been liable had he continued to hold the shares so transferred.

SECTION 14. The term stockholders, as used in the preceding sections Definition of of this act, shall extend to every equitable owner of stock appearing stockholder. on the books of the said bank at the time of its insolvency, in the name of another person, and to every person who shall have advanced the instalments or purchase money of any shares of stock standing in the name of any of his children under the age of twenty-one years; but no person holding stock as an executor or administrator, or as guardian or trustee, appointed by a last will or testament, or by a court of competent authority, and no legal or equitable owner of stock under the age of twenty-one years, shall be individually responsible on account of the shares so held.

SECTION 15. The term insolvency, used in the preceding section, Definition of, and shall be construed to apply to the said bank when it is compelled to statement of make an assignment, according to the provisions of the fourth section affairs in, insolof this act; and it shall be thereupon the duty of the directors of the vency. said bank for the time being, within ten days after such assignment, to file in the office of the prothonotary of the court of common pleas of Philadelphia county, verified by oath or affirmation, a full statement of its affairs, containing

I. An account of capital stock of the bank, the amount paid in, and Stock. the amount of stock held by such corporation.

II. The quantity, description, and value of the real estate of the said Estate.

bank.

III. The shares of stock held by the bank, whether absolutely or Stocks. as collateral security, with their number and value.

IV. The debts owing to said bank, and the amount of said debts Debts due. that are then collectable.

V. The amount of debts owing by the said bank, with the amount Debts owing. of notes or bills in circulation, amount of deposites, and all other liabili

ties, together with the amount of its loans and discounts, and of specie

on hand.

VI. A particular account of the losses of the corporation, and the Losses. cause of its insolvency.

VII. An accurate list of the names and residences, and the amount of Names of stockstock held by each stockholder in said bank at the time of, and for six holders. months prior to, the time of the said assignment.

SECTION 16. If the court shall be in session when the said statement Presentment to is filed, the same shall be immediately presented to the court by the court. said directors for examination; and if the court should not be in session at such time, then the said statement shall be presented upon the first day of the session of the court thereafter; and it shall thereupon be the duty of the court to appoint three competent auditors, who shall be duly sworn or affirmed to make a strict investigation of the affairs of such bank, the accuracy and fairness of the statement thus presented to the court, and to perform their duties with fidelity.

SECTION 17. The auditors thus appointed shall have power to com- Auditors. pel the production of the books and papers, and to subpœna and examine the directors and officers of the said bank, and generally to have and exercise all the authority now conferred on auditors by the existing

Investigation by

court.

rectors, how removed.

laws; and after having performed their duties, they shall report to the court the result of their investigation; and in case they report that the insolvency was fraudulent, it shall be their duty also to ascertain and report the amount due from the several directors, according to the liabilities imposed by the provisions of this act.

SECTION 18. The said court shall thereupon proceed to the investigation of the matters contained in said report, and shall determine whether the insolvency of said bank was fraudulent or otherwise; or, if they deem it necessary for the purposes of justice, may direct an issue at the request of any person interested to try the fact of fraudulent insolvency, and if the judgment of the court, upon the report of the auditors or upon the verdict rendered upon such issue, should be that the insolvency of such bank was fraudulent, then and in such case the said court shall proceed to decree against the directors the amount due from each, according to their several liabilities; and the said court of common pleas, for the purpose of carrying into effect the provision of this act, shall have the same powers and authorities to obtain the appearance of persons thus made amenable to their jurisdiction, and to compel obedience to their orders and decrees, and enforce execution thereof, as are by law vested in the said courts in cases of trust.

SECTION 19. That it shall be competent for the stockholders of the Liabilities of di- said bank, at any annual meeting, or at a special meeting convened for the purpose according to law, by a vote of at least four-fifths in number and value of those present, to exempt the directors from all the liabilities intended for the special benefit of said stockholders, as set forth in the preceding sections of this act.

Repeal.

Revocation.

SECTION 20. So much of any act or acts of assembly as is hereby altered or supplied, be and the same is hereby repealed.

SECTION 21. That the legislature hereby reserves the power to alter, revoke, or annul the charter of the said bank whenever, in their opinion, it may be injurious to the citizens of the commonwealth; in such manner, however, that no injustice shall be done to the corporators thereof.

APPROVED-The twenty-eighth day of March, one thousand eight

hundred and forty-five.

FRS. R. SHUNK.

No. 178.

AN ACT

To continue the district court for the city and county of Philadelphia.

years.

SECTION 1. Be it enacted by the Senate and House of Representatives of the Commonwealth of Pennsylvania in General Assembly met, and it is hereby enacted by the authority of the same, That the district court for the city and county of Philadelphia, shall be and Continued ten the same is hereby continued for a period of ten years, from the thirtieth day of March, A. D. eighteen hundred and forty-five, with the same effect in all respects, as if there had been no limitation to the duration of said court; and that the several acts of assembly now in force, relative thereto, and not inconsistent with the provisions of this act, be and the same are hereby continued in force until duly altered or repealed.

SECTION 2. That the governor shall, as soon as conveniently may be, Governor to apafter the passage of this act, by and with the consent of the senate, ap- point three point and commission three judges of said court, learned in the law, one judges. of whom shall be president; each of whom shall continue to exercise the duties of his appointment during the term prescribed by the constitution; and immediately after the expiration of the commission of each of said judges, by its own limitation or otherwise, the governor shall in like manner, appoint and commission a successor, who shall hold his office during the like period.

SECTION 3. Each of the judges of the said court shall receive, as a Salaries. compensation for his services, the sum of two thousand dollars per annum, payable quarterly out of the state treasury.

APPROVED-The twenty-eighth day of March, one thousand eight

hundred and forty-five.

FRS. R. SHUNK.

No. 179.

AN ACT

Authorizing the laying out of a státe road from James Wilson's tavern, on the Beaver and Darlington state road in Beaver county, to New Castle, in Mercer county, and for other purposes.

SECTION 1. Be it enacted by the Senate and House of Representatives of the Commonwealth of Pennsylvania in General Assembly met, and it is hereby enacted by the authority of the same, That Commissioners. Ezekiel Sankey, of New Castle, Mercer county, Robert Dunlap and

Mark route.
Draft.

Pay.

Road viewers in

Clarion and Jefferson counties.

Road tax.

Franklin county.
Proviso.

Captain James Davidson, of Beaver county, be and they are hereby appointed commissioners to view and lay out a state road from James Wilson's tavern, on the Beaver and Darlington state road in Beaver county, to New Castle, in Mercer county, in such a manner that the grade from a horizontal line shall not exceed five degrees, except in crossing ravines, where reasonable allowance shall be made for cutting and filling. The said commissioners shall have power to employ a competent artist, two chain bearers, one axeman, and shall carefully mark the said location where made, and having so completed said location, shall make out a correct plot or draft of the same, and file the same in the offices of the courts of quarter sessions of the counties of Beaver and Mercer, respectively; each of the said commissioners and artist, shall receive as full compensation for their services, the sum of one dollar and fifty cents per day, and the chain bearers and axeman, each seventy-five cents per day, for each and every day by them necessarily employed; which expenses aforesaid, shall be paid out of the treasuries of Beaver and Mercer counties, in the same manner as road viewers are usually paid: Provided however, That each of the persons so appointed and employed by virtue of this act, shall receive compensation from the treasury of the county in which they reside, respectively.

SECTION 2. That hereafter, the number of road and bridge viewers appointed by the courts of quarter sessions of the counties of Clarion and Jefferson, shall be three, one of whom shall be a surveyor, if deemed necessary; and every view and review shall be made by the whole number of viewers so appointed, a majority of whom shall concur in their report, in order to its confirmation by said court.

SECTION 3. That hereafter, the borough of Mercersburg, in the townships of Montgomery and Peters, in the county of Franklin, shall not be liable to the said townships for road taxes: Provided, That the said borough of Mercersburg, shall be bound to keep in repair public roads within the limits of said borough; and the citizens of said borough, who are not subject to the payment of road tax for property in the said townships, and without the limits of said borough, shall not have a right to vote for supervisors of the said townships of Montgomery and Peters. FINDLEY PATTERSON,

Speaker of the House of Representatives.

WILLIAM P. WILCOX,

Speaker of the Senate.

APPROVED-The thirty-first day of March, one thousand eight hun

dred and forty-five.

FRS. R. SHUNK.