Page images
PDF
EPUB
[ocr errors][merged small]

*::::::... 1. BE IT ENACTED by the Senate and General Assembly of the State of New Jersey, That Benjamin A. Hamell, Charles S. Garrett, S. Scull, J. C. De La Cour, Charles Sloan, P. C. Brinck and John G. Stokes, and their associates and successors, are hereby made and created a body politic and corporate in law, by the name of “The Cooper Rolling Mill Company,” for the purpose of manufacturing iron, and other commodities and articles of which iron forms a constituent part, and for the transaction of such business as *** may be properly connected therewith; and may raise by stock. subscription a capital of seventy-five thousand dollars, in shares of fifty dollars each, with the privilege of increasing it as hereinafter provided; and that the mills and manufactories of the said company shall be located in the county of Camden; but it may, nevertheless, be lawful for said corporation to manufacture or procure the raw material used by said mills or manufactories, at such points and places as the said corporation shall deem most advantageous. No. 2. And be it enacted, That the said corporation may pur}.o. chase, use, hold, possess, and enjoy any such real estate, machinery, goods, effects and chattels whatsoever, as shall be necessary and expedient to said corporation to carry on its business; and, whenever it shall see fit, the said corporation may sell, mortgage, lease, and otherwise dispose of the same at pleasure. * : * And be it enacted, That it shall and may be lawful for *::::: the associates named in the first section of this act, or a majority of them, at such time and place as they may select, to open books of subscription to the capital stock of said corporation; and whenever the sum of seventy-five thousand dollars shall have been subscribed, and at least twenty thousand dollars actually paid in, and an affidavit

thereof, made by two or more directors of said corporation,
shall be filed in the office of the secretary of state, it shall
and may be lawful for the said corporation to commence
and carry on its said business under the provisions of this
act.
4. And be it enacted, That the said corporation may, by
a vote of the stockholders thereof, from time to time,
increase its capital stock until it amounts to the sum of
two hundred and fifty thousand dollars; and it shall be
lawful for the directors of the said corporation to call for

Increase of capital stock.

and demand of the stockholders, respectively, all such

sums of money as are by them subscribed, at such times
and in such proportions as the said directors shall see fit,
under the pain of forfeiture of their shares, and all previous
payments thereon, to the said corporation, the said stock-
holders being notified at least thirty days previous to the
time of payment of each instalment; and, at each increase
of capital, an affidavit thereof shall be filed in the office of
the secretary of state, as before provided, and the capital
stock of said corporation shall be deemed personal estate,
and be transferable upon the books of said corporation;
and no part of the said capital stock shall be, at any time,
or upon any pretence whatever, divided among the stock-
holders for dividends; neither shall it be withdrawn or
refunded to the stockholders until all debts and liabilities
of the company are fully paid, and an affidavit thereof, and
of the amount of capital proposed to be withdrawn, or
refunded to said stockholders, filed in the office of the
secretary of state; and all stockholders may, in all ques-
tions submitted to them, and in all elections, be entitled to
one vote for every share he or she holds in the stock of
said corporation, which vote may be cast in person or by
proxy; and all matters before said stockholders shall be
decided by a majority of votes so cast.
5. And be it enacted, That the stock, property, and affairs
of the said corporation shall be managed by not less than
three nor more than nine directors, one of whom the said
directors shall appoint their president, who shall be a

Election of directors,

resident of the state of New Jersey; and the said directors shall be stockholders in said company, and shall hold their offices for one year and until others shall be chosen to fill their places; they shall be elected at the annual meeting of the stockholders, to be held on the first Tuesday of Feb. ruary, at such hour of the day, and at such place as the by-laws of the said corporation shall direct; and until such annual election shall take place, the associates named in this act, with such others, being stockholders, as they shall appoint, shall be the directors of the said corporation; a majority of the directors shall, on all occasions, when assembled at such place as the by-laws shall prescribe, constitute a board competent to transact business, and all business before them shall be decided by a majority of votes; and in case any vacancy shall occur in the board of directors, by death, resignation, or failure of the stockholders to elect the full number authorized by this act, the remaining directors for the time being, or a majority of them, shall have power to fill such vacancy by the appointment of any stockholder. 6. And be it enacted, That the said directors shall submit to the stockholders, at their annual meeting, a written statement of the officers of said corporation, setting forth the amount of the capital stock paid in, the amount of money due to and from the corporation, as nearly as the same can be ascertained, that the same is correct to the best of their knowledge and belief. 7. And be it enacted, That dividends of so much of the profits as the directors may think advisable may be declared on the first day of January in every year, and to be paid to the stockholders, or their legal representatives, at any time on demand after the expiration of thirty days from such declaration. 8. And be it enacted, That in case it shall happen that an election of directors shall not be made upon the day designated for that purpose, the said corporation shall not be deemed dissolved; but the stockholders may proceed to

hold an election on any other day, ten days' notice being given of the time and place of such election. 9. And be it enacted, That any land or property, or mate- o rials used in manufacturing up, which may be received in oy. payment for subscription for stock, shall be taken at a *. valuation approved by a majority of the board of directors, or by a majority of the stockholders. 10. And be it enacted, That regular books of account shall or be kept in the office of said company in the county of **** Camden, to which books any stockholder may have free access, at all seasonable times, for the purpose of inspec. tion; and that books of transfer of stock shall also be kept, and shall be evidence of the ownership of said stock, in all elections and other matters submitted to the decision of the stockholders of said corporation. 11. And be it enacted, That the corporation hereby created o shall possess the general powers, and be subject to the restrictions and liabilities, set forth in “An act concerning corporations,” approved upon the fourteenth day of February, eighteen hundred and forty-six, so far as the same are applicable. 12. And be it enacted, That the legislature may alter, Act may be amend, or repeal this act whenever, in their judgment, the amended. public good requires it.

Approved March 16, 1859.

Current printing of swuate.

Current printing of assembly.

Journal of senate, &c.

Minutes of assembly, &c.

Laws.

[ocr errors][merged small]

1. BE IT ENACTED by the Senate and General Assembly of the State of New Jersey, That David Naar, of Trenton, New Jersey, be employed to execute the current printing of the senate, during the present session thereof. 2. And be it enacted, That J. R. Freese, of Trenton, New Jersey, be employed to execute the current printing of the house of assembly, during the present session thereof. 3. And be it enacted, That William H. Hemenover, of Hoboken, New Jersey, be employed to print the journal of the senate and appendix thereto, and the proceedings of joint meeting, with an index, for the current year, in as compact a form as a proper execution of the work will admit. 4. And be it enacted, That Sharp & Chew, of Salem, New Jersey, be employed to print the minutes and appendix of the house of assembly, with an index thereto, for the current year; and that both the journal of the senate and minutes of the house of assembly shall be printed in every way to correspond in compactness and manner of execution and size of page, with a running head line, specifying the day and date of the month, as per sample of journal of the Vermont house of representatives of 1852, now on file in the office of the secretary of state of this state. 5. And be it enacted, That Tunis & Stout, of Freehold, New Jersey, be employed to print the laws which shall be enacted at the present sitting of the legislature, in as condensed a form as a proper execution of the work will admit of, on large octavo pages, trimmed as directed by the secretary of state, and bound as per sample filed with the secretary of state, and in all other respects, namely: printing, binding and paper, to correspond with the sample of

« PreviousContinue »