§3886. At any time before the day appointed for hearing the application, any person may file objections, in writing, verified by his oath, to the dissolution of the corporation.

$3887. On the day appointed for the hearing, or on any other day to which the hearing for any cause may have been adjourned, the court must proceed to hear and determine the application; and if it shall appear to the satisfaction of the court that all the statements contained in the application are true, it must make a decree declaring such corporation dissolved.

$ 3888. The application, notice and proof of publication or posting thereof, objections, if any, and the decree of the court shall constitute the judgment roll. An appeal from the judgment may be taken as in other cases.

Dissolution: directors to serve,

$3889. Upon the dissolution of the corporation, the then directors thereof shall be trustees of the property and assets how: duties. thereof for the benefit of creditors and stockholders, and shall have full power to wind up and settle the affairs of the corporation, to sell and convey its property, and convert the same into money, and to distribute the same among the stockholders in proportion to the amount of stock held by them, and to that end may use the name of the corporation in all actions and suits, if any be necessary, to recover and reduce to possession, the property, claims, assets and demands of the corporation.

Id. § 10.

See also sections three thousand eight hundred and forty-seven, and three
thousand eight hundred and forty-eight.

of.

Mortgage: power

§ 3890. Any railroad company heretofore or hereafter organized under the laws of this territory, shall have power to borrow money and purchase property, real and personal, for the use of the corporation, and to mortgage and pledge all or any part of its corporate franchises and property in possession or subsequently to be acquired, as security for the payment of the money so borrowed and for the payment of the 1: Jan. 30. purchase money for the property so purchased.

§ 3891. Any railroad company heretofore or hereafter organized under the laws of this territory, may at any time. by means of subscription to the capital of any other company

L. 1872. chap. 13. §

Companies may aid another: when.

2: Jan. 30.

chase.

L. 1872. chap. 13. § or otherwise aid such company in the construction of its railroad within or without the territory, for the purpose of forming a connection with the said last mentioned road with the road owned by the company furnishing such aid, or any railroad organized in pursuance of law, either withMay lease, or pur- in this or any other territory or state, may lease or purchase any part or all of any railroad constructed, owned or leased by any other company, upon such terms and conditions as may be agreed on between such companies respectively, or any two or more railroad companies may enter into any arrangement for their common benefit consistent with, and calculated to promote the objects for which they were created: Provided, That no such aid shall be furnished, nor any purchase, lease, sub-letting or arrangements be perfected until a meeting of stockholders of such company of this territory, party to such agreement, shall have been called by the directors thereof, at such time and place and in such Stockholders to manner as they shall designate, and the holders of at least two-thirds of the stock of such company represented at such meeting, in person or by proxy, and voting thereat. shall have assented thereto.

assent.

Consolidation lawful: when.

Id. § 3.

Consolidation: how to be made.

Agreement by directors: conditions of.

submitted.

§ 3892. It shall and may be lawful for any railroad company or corporation organized under the laws of this territory, or of this territory and any other territory or state, and operating a railroad or bridge, either wholly within, or partly within and partly without this territory, to merge and consolidate its capital stock, franchises and property with the capital stock, franchises and property of any other railroad company or companies organized under the laws of this ter ritory, or under the laws of this territory and any other territory or state, whenever the two or more railroads of the companies or corporations so to be consolidated shall or may form a continuous line of railroad with each other, or by means of any intervening railroad, bridge or ferry.

§ 3893. Said consolidation shall be made under the conditions, provisions and restrictions, and with the powers hereinafter in this act mentioned and contained, that is to say: First. The directors of the companies proposing to consolidate, may enter into a joint agreement under the corporate seal of each company for the consolidation of said companies and railroads, and prescribing the terms and conditions thereof, the mode of carrying the same into effect, the name of the new corporation, the number and names of the directors and other officers thereof, and who shall be the first directors and officers, and their places of residence, the number of shares of the capital stock, the amount or par value of each share, and the manner of converting the capital stock of each of the said companies into that of the new corporation, and how and when directors and officers shall be chosen, with such other details as they shall deem necessary to perfect such new organization and the consolidation of said companies or railroads.

Agreement to be Second. Said agreement shall be submitted to the stockholders of each of said companies or corporations at a meeting thereof called separately for the purpose of taking the

L. 1872, chap. 13. § 4: Jan. 30.

Notice to stockholders.

Publication.

Stockholders; twothirds to assent.

same into consideration; due notice of the time and place of
holding said meeting, and the object thereof shall be given
by each company to its stockholders by written or printed
notice addressed to each of the persons in whose names the
capital stock of such company stands on the books thereof,
and delivered to such persons respectively, or sent to them
by mail when their post-office address is known to the com-
pany, at least twenty days before the time of holding such
meeting, and also by a general notice published daily or
weekly for at least two months in some newspaper printed in
the city, town or county where such company has its prin-
cipal office or place of business; or if no newspaper is there
published, then in a newspaper published nearest to such
city, town or county: and at the said meeting of stockholders
the agreement of the said directors shall be considered, and
a vote by ballot taken for the adoption or rejection of the
same, each share entitling the holder thereof to one vote, and
said ballots shall be cast in person or by proxy, and if two-
thirds of all the votes of all the stockholders shall be for the
adoption of said agreement, then that fact shall be certified
thereon by the secretaries of the respective companies under
the seal thereof, and the agreement so adopted, or a certified
copy thereof, shall be filed in the office of the secretary of the
territory, and shall from thence be deemed and taken to be
the agreement and act of consolidation of the said companies;
and a copy of the said agreement and act of consolidation, duly
certified by the secretary of the territory under his official evidence.
seal, shall be evidence in all courts and places of the exist-
ence of said new corporation, and that the foregoing provis-
ions of this act have been fully observed and complied with.
$3894. Upon the making and perfecting such agreement
and act of consolidation, as hereinbefore provided, and filing
the same, or a copy thereof, in the office of the secretary of
the territory, as aforesaid, the said corporations, parties
thereto, shall be deemed and taken to be one corporation by
the name provided in said agreement and act, but such act of
consolidation shall not release such new corporation from any
of the restrictions, disabilities or duties of the several cor-
porations so consolidated.

§ 3895. Upon the consummation of said act of consolidation, as aforesaid, all and singular the rights, privileges, exemptions and franchises of each of said corporations, parties to the same, and all the property, real, personal and mixed, and all the debts due, on whatever account, to either of said corporations, as well as all stock subscriptions, provided that subscribers to unpaid stock, in either company, prior to consolidation, shall, at their option, take stock so subscribed or not, and other things, on action, belonging to either of said corporations, shall be taken and'deemed to be transferred to, and vested in, such new corporation, without further act or deed; and all claims, demands, property, right of way, and every other interest shall be as effectually the property of the new corporation as they were of the former corporations, parties to the said agreement and act, and the title to all real estate, taken by deed, or otherwise, under the laws of this

Agreement, complete, to be filed.

Agreement; certitied copy competent

Corporation deemed one.

Id. § 5.

Rights and property; transfer of.

Jan. 30.

L. 1872, C. 13, § 6: territory, vested in either of such corporations, parties to said agreement and act, shall not be deemed to revert or be in any way impaired by reason of this act, or anything done by virtue thereof, but shall be vested in the new corporation by virtue of such act of consolidation.

Creditors' rights and liens unimpaired.

ed.

Id. § 7.

Corporate name may be changed.

3896. The rights of all creditors of, and all liens upon, the property of either of said corporations, parties to said agreement and act, shall be preserved unimpaired, and the respective corporations shall be deemed to continue in existence to preserve the same, and all debts and liabilities incurred by either of said corporations, except mortgages, shall thenceforth attach to such new corporation and be enforced against it and its property to the same extent as if said debts or liabilities had been incurred or contracted by it. No suit,

Actions not abat- action, or other proceeding now pending before any court or tribunal, in which either of said railroad companies is a party; shall be deemed to have abated or been discontinued by the agreement and act of consolidation as aforesaid, but the same may be conducted in the name of the existing corporations to final judgement, or such new corporation may be, by order of the court, on motion, substituted as a party. Suits may be brought and maintained against such new corporation in the courts of this territory, for all causes of action, in the same manner as against other railroad corporations therein. § 3897. Any corporation heretofore or hereafter formed under the laws of this territory may at any time by resolution of their stockholders, at a regular or special meeting, change its corporate name. After said resolution shall have been adopted, the president of said company or corporation seeking to change its name, the secretary thereof, shall sign a certificate, attested with the seal of said company, which shall state, substantially, that said company or corporation, by resolution duly adopted, agreed to change the original corporate name of said corporation, to [whatever name agreed on]. and under such new corporate name such corporation proposes, from and after the date of said certificate, to do, carry on and transact all business pertaining to said corporation, which shall be filed in the office of the secretary of the territory, and immediately upon the filing of said certificate in the office of the secretary aforesaid, the name of the corporation shall be changed to the name set forth in said certificate.

Certificate, state ment of, to be filed.

Id. § 8.

COUNTIES MAY AID.

L. 1872, chap. 30. § 1: Feb. 1. Tr.

Credit; county may

Amount: limit of

§ 3898. It shall be lawful for the people of any county in this territory to pledge the credit of such county to borrow money, to issue bonds or other evidences of debt, to assist in pledge. the construction of any railroad passing through all or a portion of said county, for such amount or amounts of money, not exceeding for any such road, five per centum of the assessed value of the real and personal property of such county, as the electors of said county may determine in meetings or elections that may be held in the various precincts of such county for that purpose, and at said meetings or elections the terms and conditions of such pledge of credit may also be determined as hereinafter provided in this act. The amount of bonds or other evidences of debt that may become due in any year shall not exceed two per centum of the assessed value of the property of such county at the time of issuing such bonds or other evidences of debt; nor shall the rate of interest upon such bonds or other evidence of debt be more than centum per annum.

per

A mount due in one year.

Elections; how to be called.

Amount to be specified.

Publication to in

Ballot: form of.

§ 3899. It shall be the duty of the county commissioners to call a meeting or election of the electors of the various precincts of said county, who own taxable property, upon the written or printed, or in part written or printed, request of fifteen owners of property, electors and taxpayers of such county, which request shall specify the amount which has to be raised or pledged, and the manner of raising and pledging the same by bonds, or otherwise, the rate of interest which has to be paid, the time or times of the payment, and such other matters as they may consider for the welfare and security of the people of the county, and in publishing notices of the meetings or elections to be held in such county, there shall also be published with such notice a copy of the request clude: what. and names upon the same for which they call the meetings or elections. The questions submitted to the electors shall be those contained in the call for the meetings or elections, and those who vote upon the question of aid shall vote a ticket upon which is written or printed, or part written and part printed, the words, Aid for railroads, Yes, and those who vote in the negative shall vote a ticket on which is written or printed, or part written or printed, the words, Aid for railroads, No. The elections or meetings to determine the question of aid shall be held at the usual places of voting in the precincts of the county, to be called in the same manner, at the same hours of the day the polls shall be opened and shall be closed, at the same time and manner, and the tickets shall be counted by the same inspectors and persons, and they shall make returns of the same, certified, delivered or returned in the same manner to all intents and purposes as correct as is possible, as in the case of annual elections heretofore held for the election of officers, except that four notices of elections, printed in both languages, Spanish and English, shall be published at least fifteen days before the day of the election in some conspicuous place in every and each precinct

Voting places as usual

Elections, conduct of: returns.

Exception.
Election notices:

how.