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tory thereof, and relating to the said society, are respectively hereby amended and consolidated into one act; and the several provisions thereof as thus amended and consolidated, are com prised in the following sections.

§ 2. All persons associated or who may become associated together in the society above named, are constituted a body corporate, by the name and style of "The Missionary Society of the Methodist Episcopal Church," and are hereby declared to have been such body corporate since the passage of said act of April ninth, eighteen hundred and thirty-nine; and such corporation are and shall be capable of purchasing, holding, and conveying such real estate as the purposes of the said corporation shall require; but the annual income of the real estate held by them at any one time, within the state of New York, shall not exceed the sum of thirty thousand dollars.

§ 3. The objects of the said corporation are charitable and religious; designed to diffuse more generally the blessings of education and Christianity, and to promote and support missionary schools and Christian missions throughout the United States and the continent of America, and also in foreign countries.

34. The management and disposition of the affairs and property of the said corporation shall be vested in a Board of Managers, to be annually elected at a meeting of the society to be called for that purpose, and held in the city of New York, at such time and on such notice as the Board of Managers, for the time being, shall previously prescribe. Such board shall consist of not less than thirty-two lay members, belonging to the Methodist Episcopal Church, and of so many clerical members, not exceeding that number, as shall be determined upon at such annual meeting, and each of whom shall be a minister in good regular standing in the Methodist Episcopal Church. Such Board of Managers may fill any vacancy happening therein, until the term shall commence of the Managers elected at such annual meeting; shall have power to direct by what officer the conveyance of real estate by said corporation shall be executed; and shall have such other power as may be necessary for the management and disposition of the affairs and property of the said corporation.

§ 5. Thirteen members of the said Board of Managers, at any meeting thereof, shall be sufficient number for the transaction of business; and at any meeting of the society twenty-five members shall be a sufficient quorum. The managers elected

at each annual meeting of the society shall be the managers of such corporation for one year from the first day of January following, and until others, elected in their places, shall be competent to assume their duties.

§ 6. The said corporation shall be capable of taking, receiving, or holding any real estate, by virtue of any devise contained in any last will and testament of any person whomsoever; subject, however, to the limitation expressed in the second seotion of this act, as to the aggregate amount of such real estate; and the said corporation shall be also competent to act as a trustee in respect to any devise or bequest pertaining to the objects of said corporation; and devises and bequests of real or personal property may be made directly to said corporation, or in trust, for any of the purposes comprehended in the general objects of said society; and such trusts may continue for such time as may be necessary to accomplish the purposes for which they may be created.

§ 7. The said corporation shall also possess the general powers specified in and by the third title of the third article of chapter eighteen of the first part of the Revised Statutes of the State of New York.

§ 8. The legislature may at any time alter or repeal this act. § 9. This act shall take effect immediately.

PART I, CHAPTER XVIII, THIRD TITLE OF ART. 3.

Of the General Powers, Privileges, and Liabilities of Corporations.

81. Every Corporation, as such, has power:

1. To have succession, by its corporate name, for the périod limited in its charter; and when no period is limited, perpetually.

2. To sue and be sued, complain and defend, in any court of law or equity.

3. To make and use a common seal, and alter the same at
pleasure.

4. To hold, purchase, and convey such real and personal
estate as the purposes of the Corporation shall require,
not exceeding the amount limited in its charter.
5. To appoint such subordinate officers and agents as the
business of the Corporation shall require, and to allow
them a suitable compensation.

6. To make by-laws, not inconsistent with any existing
law, for the management of its property, the regulation
of its affairs, and for the transfer of its stock.

§ 2. The powers enumerated in the preceding section shall vest in every Corporation that shall hereafter be created, although they may not be specified in its charter, or in the act under which it shall be incorporated.

§ 3. In addition to the powers enumerated in the first section of this title, and to those expressly given in its charter, or in the act under which it is or shall be incorporated, no Corporation shall possess or exercise any corporate powers, except such as shall be necessary to the exercise of the powers so enumerated and given.

§ 4. No Corporation created, or to be created, and not expressly incorporated for banking purposes, shall, by any implication or construction, be deemed to possess the power of discounting bills, notes, or other evidences of debt; of receiving deposits; of buying gold and silver, bullion, or foreign coins; of buying and selling bills of exchange, or of issuing bills, notes, or other evidences of debt, upon loan, or for circulation as money.

5. Where the whole capital of a corporation shall not have been paid in, and the capital paid shall be insufficient to satisfy the claims of its creditors, each stockholder shall be bound to pay, on each share held by him, the sum necessary to complete the amount of such share, as fixed by the charter of the Company, or such proportion of that sum as shall be required to satisfy the debts of the Company.

6. When the corporate powers of any Corporation are directed by its charter to be exercised by any particular body, or number of persons, a majority of such body, or persons, if it be not otherwise provided in the charter, shall be a sufficient number to form a board for the transaction of business; and every decision of a majority of the persons duly assembled as a board shall be valid as a corporate act.

87. If any Corporation hereafter created by the Legislature shall not organize and commence the transaction of its business within one year from the date of its incorporation, its corporate powers shall cease.

8. The charter of every Corporation that shall hereafter be granted by the Legislature shall be subject to alteration, suspension, and repeal, in the discretion of the Legislature.

89. Upon the dissolution of any Corporation created, or to be created, and unless other persons shall be appointed by the Legislature, or by some court of competent authority, the directors or managers of the affairs of such Corporation at the time of its dissolution, by whatever name they may be known in law, shall be the trustees of the creditors and stockholders of the Corporation dissolved, and shall have full power to settle the affairs of the Corporation, collect and pay the outstanding debts, and divide among the stockholders the moneys and other property that shall remain after the payment of debts and necessary expenses.

§ 10. The persons so constituted trustees shall have authority to sue for, and recover, the debts and property of the dissolved Corporation, by the name of the trustees of such Corporation, and shall have full power to settle the affairs of the Corporation, describing it by its corporate name, and shall be jointly and severally responsible to the creditors and stockholders of such Corporation to the extent of its property and effects that shall come into their hands.

OF THE

Missionary Society of the Methodist Episcopal Church.

AS REVISED BY THE CONCURRENT ACTION OF THE BOARD OF MANAGERS AND THE GENERAL CONFERENCE OF 1868.

ARTICLE I.

NAME AND OBJECTS OF THE SOCIETY.

THE name of this association shall be "THE MISSIONARY SOCIETY OF THE METHODIST EPISCOPAL CHURCH." Its objects are charitable and religious; designed to diffuse more generally the blessings of education and Christianity, and to promote and support missionary schools and Christian missions throughout the United States and Territories, and also in foreign countries, under such rules and regulations as the General Conference of the Methodist Episcopal Church may from time to time prescribe.

ARTICLE II.

MEMBERS, HONORARY MANAGERS, AND PATRONS.

The payment of twenty dollars at one time shall constitute a member for life. Any person paying one hundred and fifty dollars at one time into the treasury shall be an honorary manager for life; and the contribution of five hundred dollars shall constitute the donor an honorary patron for life; both of whom shall be entitled to a seat and the right of speaking, but not of voting, in the Board of Managers. Such members, honorary managers, and patrons shall be members of the Society, and entitled to vote at all meetings of the Society, and to elect its officers and managers.

ARTICLE III.

BOARD OF MANAGERS.

The management and disposition of the affairs and property of this Society shall be vested in a Board of Managers, members of the Society, consisting of thirty-two laymen, all being members of the Methodist Episcopal Church, and so many clerical members, not exceeding that number, as shall be determined at each annual election, each of whom shall be a minister of the Methodist Episcopal Church.

The Board shall also have authority to make by-laws, not inconsistent with this constitution, or the charter; to print books for Indian and Foreign Missions, and missions in which a foreign language is used; to fill vacancies that may occur during the year among the officers elective by the Society, or in its own body; and shall present a statement of its transactions and funds to the Society at its annual meeting, and also shall lay before the General Conference a report of its transactions for the four preceding years, and the state of its funds.

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