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P. L. 1870, p. 55.

Whenever a railroad, canal or turnpike company becomes insol

herewith be and the same are hereby repealed, and this act shall take effect immediately.

A Supplement to an act entitled "An act to prevent frauds by incorporated companies," approved April 15, 1846.

Approved March 17, 1870.

222. SEC. 1. That whenever any railroad, canal or turnpike company, incorporated under the laws of this vent, receivers state, have become insolvent, or failed for ninety days

may be ap

pointed.

or lease canal,

railroad or turn

after the same becomes due, to pay the principal or interest on any mortgage on the property and franchises of such company, it shall be lawful for the chancellor, upon the application of any creditor, mortgagee or stockholder of such company, to appoint a receiver or receivers, or three trustees, who shall have and exercise all the powers and authority that it is lawful for receivers and trustees to exercise under the act to which this is a supplement; and it shall be lawful for such receivers or trustees to sell or lease the canal, railroad or turnpike belonging to such company, together with all the chartered rights, privileges and franchises of such company; They may sel, and the purchaser or purchasers, lessee or lessees of such work, chartered rights, privileges and franchises, shall thereafter hold, use and enjoy the same during the whole of the residue of the term limited in the charter of such company, or during the term in such lease specified, in as full and ample a manner as the stockholders of such company could or might have enjoyed the same, subject, however, to all the restrictions, limitations and conditificate with sec- tions contained in such charter; and upon filing in the the purchasers office of the secretary of state, within six months after such sale or lease, a certificate that they accept the charter of the company whose property has been sold or leased, under some corporate name different from that of the said company, such purchasers or lessees shall become a corporation under the name so specified, with all

pike.

Upon filing cer

retary of state

become a corporation, &c.

the powers, rights, privileges and franchises of the former company; the lessees or purchasers, or corporation formed by them as aforesaid, shall hold and enjoy the same, free and clear of all debts, claims and demands of creditors, mortgagees or stockholders, who shall look only to the fund arising from such lease or sale, which money, as collected, shall be paid into the court of chancery; but where such property is subject to a mortgage, the chancellor may, with the consent of the plaintiff, or without such consent if the principal is not due, direct a sale of lease to be made, subject to the lien of the mortgage. (See Sec. 85.)

Further Supplement.

Approved February 11, 1874.

P. L. 1874, p. 11.

solvent railroad to operate road

subject to order

of chancellor.

223. SEC. 1. That whenever an incorporated railroad Riverfro company in this state shall become insolvent, and the property of such company shall have passed into the hands of a receiver by order of the chancellor in accordance with the act to which this is a supplement, the receiver shall, and he is hereby empowered to operate said railroad for the use of the public, subject at all times to the order of the chancellor; and all expenses incident lien on receipts. to the operation of said railroad shall be a first lien on the receipts, to be paid before any other encumbrance whatever. (See Secs. 63 and 80.)

Supplement to an act entitled "An Act to prevent fraudulent elections by incorporated companies, and to facilitate proceedings against them."

Expenses first

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On failure

on day required retary on re

224. SEC. 1. That if, at any time hereafter the election elect directors for directors of any incorporated company of this state, by charter, secshall not be duly held on the day designated by the act quest of five incorporating such company, or on the day designated ing for election by the by-laws of such company, it shall be the duty of the secretary of such corporation, on the written request

stockholders shall call meetof directors.

Not to apply to literary or religious socleties.

P. L. 1875, p. 45. Amended certificate of incorporation may be filed.

Pending sults or rights of action not to be affected.

of five stockholders, and in mutual insurance companies on like request of five policy holders, to call a meeting of the stockholders or policy holders of such company for the purpose of electing directors; said call to be made in the same manner as required by the charter or by-laws of such company for the regular election of directors. thereof. (See Sec. 46.)

225. SEC. 2. That nothing in this act shall apply to any incorporated literary or religious society.

An Act for the relief of corporations organized under general laws.

Approved March 31, 1875.

226. SEC. 1. That whenever the original certificate of incorporation filed by any association under any general act for the formation of incorporated companies, is or shall be defective by reason of the omission of any matter required by law to be therein stated, or by reason of defective proof or acknowledgment, or by reason of the same not having been filed in all the offices required by law, the corporators or directors of such association are hereby authorized to make and file an amended certificate in conformity with the law under which such association was or shall have been organized, and upon such filing, and upon due recording of such amended certificate, if required by law, said association shall be deemed and taken to be and to have been a corporation from the time of filing such original certificate.

227. SEC. 2. That nothing herein shall affect any suit or proceeding, at the time of filing such amended certificate, pending against said corporation, or impair any rights of action accrued against the stockholders, corporators or directors.

Supplement to an act to prevent frauds by incorporated companies.

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road by a receiver must be upon a rental.

228. SEC. 1. That no lease of any railroad shall be Lease of railmade by any trustee or receiver appointed by the court of chancery or the chancellor, except upon a rental, and adequate security for the payment or the same, both to be first approved by said court and a majority of stockholders of said railroad in interest, upon such public notice to the parties in interest as said court shall direct.

An Act to enable certain corporations to qualify as trustees, executors, administrators or guardians.

Approved April 21, 1876.

P. L. 1876, p. 272.
When a corpora-

trustee, who
oaths.

229. SEC. 1. That in all cases where any corporation tion acts as a in this state authorized by its charter to act as trustees, may subscribe executors, administrators or guardians, shall be appointed executor, administrator or trustee of any estate or guardian of any infant, it shall and may be lawful for the president, cashier or treasurer of such corporation to take and subscribe for such corporation any and all oaths or affirmations required to be taken or subscribed by such executor, administrator, trustee or guardian.

An Act respecting foundries and machine companies.
Approved February 27, 1879.

P. L. 1879, p. 62.

tor of foundry
or machine com-

resident of

230. SEC. 1. That where any foundry and machine Only one direccompanies have been organized under any law of this pany must be state and are carrying on the foundry and machine state. business, it shall not be necessary, from and after the passage of this act, that a majority of the directors of such company be residents of this state; provided, that at least one of said directors be resident within this state.

231. SEC. 2. That all acts or parts of acts inconsistent Repealer. with this act be and the same are hereby repealed.

P. L. 1880, p. 28. Corporations may increase number of directors.

Proviso.

An Act to provide for the increase in the number of directors in certain corporations of this state.

Approved February 10, 1880.

232. SEC. 1. That it shall be lawful for any corporations of this state incorporated under any general or special act, engaged in the business of manufacturing silk, cotton, jute and other fibrous material, and the several branches of manufacture incident thereto, whose board of directors is now limited to seven persons, to increase said board to nine persons, if the said company shall desire so to do; provided, however, that the provisions of this act shall not apply to any such incorporation until it shall be so decided by a vote of the directors of any such company desiring an increase, passed at a regular meeting, and the written consent of at least twothirds in value of all the stock outstanding against such corporation, and a certificate thereof, duly signed and properly attested, and filed in the office of the secretary of state.

P. L. 1880, p. 49. Corporations may remove principal office.

An Act authorizing corporations created by special charter or otherwise, to remove their principal office from the place designated in their charters to such other place as may be deemed best by the corporations.

Approved February 25, 1880.

233. SEC. 1. It shall be lawful for any corporation existing under and by virtue of the laws of this state, whether created by special charter or otherwise, to locate its principal office at such place in this state as may be for the best interests of its business, irrespective of the location of the principal office named in the charter or Must file certifi- articles of organization of the corporation; provided, that

cate setting

forth particulars.

such corporation cause to be made and filed a certificate in writing, in manner hereafter mentioned; such certificate shall set forth, first, the name of such corporation, and the city or town in which it is located by charter or

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