[ No. 80.] Organizat'n of societies. Incorpora tion. AN ACT to authorize the formation of County and Town Agricultural Societies. SECTION 1. The People of the State of Michigan enact, That any ten or more persons, inhabitants of this State, who shall desire to form a town or county agricultural or horticultural society, in any county, town, city or village of this State, may make, sign and acknowledge duplicate articles of association, before any officer authorized to take acknowledgments of deeds in this State, and file the same in the office of the Secretary of the State Society, and also in the office of the county clerk of the county in which the business of the society is to be conducted; in which articles shall be stated the name by which such society shall be known in law, the particular business and objects of such society, the number of trustees, directors or managers who shall manage the same, and the names of such directors, trustees, or managers thereof, for the first year of its existence. Sec. 2. Upon filing such articles of association as aforesaid, the persons who shall have signed the same, and their associates and successors, shall thereupon, and by virtue of this act, become a body politic and corporate, by the name stated in such articles: Provided, No two societies shall assume the same name; and by that name they and their successors shall and may have succession, and shall be persons in law capable of suing and being sued; and they and their successors may have and use a common seal, and the same may alter and change at pleasure; and they and their successors, by their corporate name, shall in law be capable of taking and receiving, purchasing and holding real estate for the purpose of their incorporation, but for no other purpose, Limitation to an amount not exceeding the sum of twenty-five thousand dollars in of property value, if a county society, and ten thousand dollars if a town, village or of amount to be held. Stockhold ers. city society, and of personal estate for a like purpose, to an amount not exceeding ten thousand dollars, if a county society, and five thousand dollars if a town, village or city society; and may make all necessary by-laws for the management of said society, not inconsistent with the laws of this State or of the United States. Sec. 3. Any person who shall pay into the treasury of said society, annually, in such time and manner as the by-laws thereof shall direct, a sum of money, not less than fifty cents nor more than one dollar, and subscribe to the articles of association, shall be a stockholder therein, and entitled to all the privileges and immunities thereof. Officers Sec. 4. The officers of said society shall consist of a president, a secretary and treasurer, and at least five directors, and they shall be elected annually by the stockholders of said society; and said officers shall constitute a board for the management of the concerns of said society, a majority whereof shall be a quorum; and it shall be the duty of said officers so to manage the property and concerns of said society, as will best promote the interests of agriculture, horticulture and mechanic arts; and they may hold fairs and exhibitions, and may distribute premiums May hold for the best and most meritorious animals or articles exhibited in these several departments, as shall be by their by-laws and regulations provided. fairs, &o. societies Sec. 5. There shall be but one county society in any one county of Number of this State, nor shall there be more than one town society in any one limited. town, village or city, but two, three or four towns may join and organize a town society for such towns. how to sell Sec. 6. The said society may, in case the uses and convenience thereof When and so require, upon application to the circuit court of the county where real estate. such society is organized and located, obtain and have authority to sell, from time to time, the whole or any part of its real estate, the granting of such authority to be in the discretion of the court, and such application to be made only when authorized by said society, at an annual meeting thereof, by a vote of not less than two-thirds of the members of such society, present at such meeting, and notice of the intention to vote for such application having been published in some newspaper published in said county, if there be one published, and if not, then in some newspaper published in an adjoining county, once a week for three months next preceding such annual meeting. liability of Sec. 7. The stockholders of all corporations organized under this act, Individuai shall be individually liable for all labor performed for such corporation stockholdor association. ers. or Sec. 8. The president, secretary and treasurer of said society shall, on before the twentieth day of December in each year, make out and transmit to the Secretary of the State Agricultural Society, at his office, a statement of the transactions of said society for the preceding year, and society. Subject to giving a full detail of the receipts and expenditures thereof, with a list of the premiums awarded, and to whom and for what purpose. Sec. 9. This act shall be subject to the provisions of chapter fiftyprovisions five, title ten of the revised statutes of eighteen hundred and forty-six, of chap. 55 R. 8. 1846. so far as applicable to associations formed under this act. Sec. 10. This act shall take effect immediately. Section 27, chap. 14, R. 8. 1846 Amended. Board of county andi. tors. Annual election. board of su [ No. 81. ] AN ACT to provide for the election of County Auditors in the county of Wayne. SECTION 1. The People of the State of Michigan enact, That section twenty-seven of chapter fourteen, of title three of the revised statutes of eighteen hundred and forty-six, be and the same is hereby repealed, and the following is substituted in lieu thereof: "Sec. 27. There shall continue to be a board of county auditors for the county of Wayne, composed of three persons, one of whom shall be elected annually, at the general election in said county, if such election be held, and if there be no such election held, then said auditor shall be elected by the board of supervisors of said county, as follows: Election by Said election shall be by ballot, and shall be held at the hour of ten pervisors. o'clock A. M. on the second day of the annual meeting of the board of supervisors in said county. Before proceeding to ballot, the board shall Canvass, &c. choose a teller, whose duty shall be to receive the votes, and with the chairman and clerk shall be a board to canvass the same; and the person receiving the majority of said votes cast shall be deemed duly elected, and a certificate of said election, signed by the chairman and clerk of said board of supervisors, shall be forwarded by the clerk to the person so elected, within ten days after such election, and a duplicate of said certificate of said election, showing the number of votes given, and the persons for whom they were given, shall be deposited in the office of the clerk of said county of Wayne, within one week after said election. And each person so elected, whether at general election or by the board of supervisors, shall hold his office for the term of three Term of office. years, and until his successor shall be elected and qualified; but no two [ No. 82.] tion. association, tain. AN ACT to provide for the Incorporation of Railroad Companies. SECTION 1. The People of the State of Michigan enact, That Incorporaany number of persons, not less than twenty-five, being subscribers to the stock of any contemplated railroad, may be formed into a corporation for the purpose of constructing, operating, and maintaining such railroad, by complying with the following requirements: When stock to the amount of one thousand dollars for every mile of said road so intended to be built, shall be in good faith subscribed, and five per cent paid thereon, as herein required, then such subscribers may select directors for said company; and thereupon they shall severally subscribe ar- Articles of ticles of association, in which shall be set forth the name of the corpo- what to conration, the number of years the same is to be continued, the amount of the capital stock of the company, which shall not be less than eight thou- Amount o capital stook sand dollars per mile, of road constructed or proposed to be constructed necessary. of the "T" or continuous rail; and not less than four thousand dollars per mile, of road constructed or proposed to be constructed with the flat bar rail: Provided, That no car shall be run at a higher rate of speed Rate of than fifteen miles per hour upon any road so constructed with the flat flat bar. bar rail; the number of shares of which the stock shall consist, the number of directors, and their names, who shall not exceed in number one half the stockholders, the place from and to which the proposed road is to be constructed, and each county into or through which it is intended to pass, and its length as near as may be, and the names of five commissioners to open books of subscription to the stock. Each To subsubscriber to such articles of association shall subscribe thereto his name, residenee, place of residence, and the number of shares of stock taken by him in of shares. such company. The said articles of association may be filed in the of fice of the Secretary of State: Provided, That such articles of association shall not be filed in the office of the Secretary of State, as afore- Secretary of speed on scribe name, and number Articles to be filed with five for in. To have cor porate pow State when said, until five per cent. of the amount of the stock subscribed thereto cent is paid shall have been actually paid in cash to the directors named in such articles, nor until there is annexed thereto an affidavit made by at least three of the directors named in said articles, that the amount of stock required by this section, to-wit: $1,000 per mile, has been subscribed, and that five per cent. on the amount has actually been paid in. And thereupon the persons who have subscribed, and all persons who shall from time to time become stockholders in such company, shall be a body corporate, by the name specified in such articles, and shall be capable of suing and being sued, and may have a common seal, and may make and alter the same at pleasure, and be capable in law of purchasing, holding and conveying, any real and personal property whatev er, necessary for the construction of such road, and for the erection of all necessary buildings, yards, and appurtenances, for the use of the ers. Certified copy of articles and same. Sec. 2. A copy of any articles of association, filed in pursuance of this act, with a copy of the affidavit annexed thereto, and certified by fidavit to be the Secretary of State to be a copy, shall, in all courts and places, be annexed af evidence of tion. be recorded of State. incorpora- presumptive evidence of the incorporation of such company, and of all Articles to the facts therein stated. And all articles of association filed in pursuby Secretary ance of this act, together with all subsequent alterations and amendments thereof, and also the affidavit annexed thereto, shall be forthwith recorded in the office of the Secretary of State in a book to be provided by him for that purpose; said record to be made at the expense of the company filing the same. Books of subscription. When more Sec. 3. The commissioners for opening books of subscription named to be open'd. in the articles of association, shall, from time to time, after the company shall have been incorporated, open books of subscription to the capNotice to be ital stock of the company, in such places and after giving such notice as given. a majority of them shall direct, which books shall be kept open until all the capital stock shall be subscribed; and in case a greater amount be subscrib- of stock shall be subscribed than the whole of the capital of said comwhole capi- pany, the commissioners shall distribute the same as equally as possible proceed. among such subscribers; but no share thereof shall be divided in making said distribution, nor shall a greater number of shares be allotted to any subscriber than shall have been subscribed for by him. Sec. 4. As soon as practicable after the capital stock shall have been stock shall ed than the tal, how to |