The Statutory and Case Law Applicable to Private Companies, with Special Reference to the General Corporation Act of New Jersey and Corporation Forms and Precedents Applicable to Corporations Generally

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Lawyers' co-operative publishing Company, 1911 - 783 страница

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Erie Railroad Co ads Hygeia Brewing Co 76 N J Law 261 213
4
Any corporation of this state may conduct busines in other
7
Land Title Trust Co v Tatnall 132 Fed Rep 305
8
Officers powers of de facto contract signed by duties
13
Stock certificate
19
Attorney General v Great East Ry Co 5 App Cas Eng 473
22
Certificate upon payment of capital
25
Rockefeller 134 N Y 174 90
30
Voluntary dissolution proceedings
31
Voting powers of executors or trustees Hypothecated stock
37
American Exchange National Bank ads Gaston 29 N J Eq 98 128
38
Burgess 48 N J Eq 411 13 159
39
Adams Express Co ads Taylor Provision Co 71 N J Law 523 210
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East Coast Milling Co 68 N J Eq 450 43 52 110 159
43
Name of corporation to be displayed at entrance of principal office in New Jersey
45
Call of meeting by three stockholders when legal meeting ca not be otherwise called
46
Directors to declare dividends
47
Capital stock to be paid in money loans to stockholders fe bidden
48
42a Chancellor may summarily investigate complaints touching
49
Twinning 64 Atl Rep 466
52
Walsh 41 N J Law 281 206
58
American Grease Co ads Way 60 N J Eq 263 88 103
61
Ball ads Savage 17 N J Eq 142 19 127
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18a Conversion of preferred stock into bonds issue of bonds con
80
Hoge 35 N Y 65 161
84
N J Insurance Co 8 N J Eq 167
87
Clarendon Land c Co 53 N J Eq 623 183 186
90
Foreign corporations subject to this
96
To file copy of charter statement etc before commencing
97
Cannot maintain action until certificate of secretary of state is obtained
98
On death of agent another to be appointed penalty for failure
99
Appleby ads Gibson 77 Atl Rep 1084 155
110
Heppenheimer ads Singer Mfg Co 58 N J Law 633 235
112
Evening Union Printing Co ads Buvinger 72 N J Eq 321 7 8 203
113
Dolphin 92 Hun N Y 230
126
Certain words not to be part of name of corporation
130
Camden Safe Deposit Trust Co 47 N J Eq 333 201
133
Argus Co v Manning 138 N Y 557
134
Ewing ads Goldstein 62 N J Eq 69
135
Purchasers of property and franchises of certain corporations
136
Annual report of officers and directors to be filed
139
Proceedings when such officer is nonresident Notice of levy
142
Bank of Augusta v Earle 13 Pet 519 588 32
144
Einstein 46 N J Law 479
145
Bedell 71 Atl Rep 490 54 146
146
Pressed Steel Car Co 53 Atl Rep 1050 58
158
Arimex Consolidated Copper Co v Assessors 69 N J Law 121 280
159
49a Corporation may not plead usury
160
Certain corporations may take stock and bonds in other cor porations in payment for labor and materials
161
Any corporation may hold stock and bonds of other corpora tions
163
Taxes illegally assessed to be refunded
164
Erroneous assessments court may correct and fix amount
165
Winding Up 53 Corporate existence continues
166
Directors trustees on dissolution
167
Powers and liabilities of such trustees
168
Court of chancery may continue directors as trustees or appoint receivers of dissolved corporation
169
Jurisdiction of court of chancery 58 Disposition of proceeds by trustees or receivers
170
Actions not to abate on dissolution 60 Copy of decree of dissolution to be filed in office of secretary of state VI Execution Against Corporation 61 O...
171
Execution may be satisfied by debts due the corporation
172
Insolvency 63 Directors must call meeting of stockholders when corporation becomes insolvent 64 Conveyance or assignment of property etc after i...
173
United States Steel Corporation 64 N J Eq 807 53 55 127
174
American Ice Mach Co v Paterson etc Mach Co 22 N
175
Audenried ads Miller 67 N J Eq 252 affd 68 Id 658
177
California Development Co 161 Fed Rep 3 50
181
Allebach ads Brown 156 Fed Rep 697
182
Ashbury Co ads Riche L R 9 Exch 224 16
183
Claims to be upon oath
196
Trial by jury allowed at the circuit 78 Persons aggrieved by proceedings may appeal to court of chancery
197
Upon application receiver to be substituted as plaintiff in suits pending at time of appointment
198
Actions not to abate by death of receiver 81 Court may order receiver to sell incumbered property in liti gation free of liens
199
Receiver of railroad public work etc may sell or lease prin cipal work franchise
200
Laborers and workmen to have first lien on assets
201
Buffalo etc Metal Co 49 App Div N Y 589 127
202
Auditorium Pier Co ads Doty 56 Atl Rep 720 affd Id 1132
203
Such lien to be prior to all other liens exception 85 Compensation of receivers 86 Distribution how made
204
Service of Process 87 Process against corporations of this state
208
87a Service of declaration on corporation
209
Process against foreign corporations
211
When defendant in court
213
Remedies Against Officers and Stockholders 92 Action for liability imposed by act remedy in chancery
215
Stockholders etc who pay companys debts may recover 94 Property of directors etc not to be sold for companys debt until remedy against the com...
216
95a Foreign corporations may acquire own and dispose of real estate in New Jersey
217
California 155 U S 648
219
Allegheny Co v Allen 69 N J Law 270 s c 196 U S 458 34
220
Unlawful to transact business until authority is obtained
222
100a Attachment against foreign corporation 101 To pay same taxes etc required of New Jersey corporations in other states
223
Service of prerogative writ against foreign corporation 103 How writs may be enforced upon failure to make return
224
Merger of Corporations 104 Corporations of this state may merge and consolidate
225
American Tobacco Co ads Beling 72 N J Eq 32 117 226
226
How consolidation or merger shall be made
227
Corporations merged or consolidated shall be one corporation 107 Upon merging or consolidating rights etc to be vested in new corporation
229
Dissenting stockholders may petition court for appointment of appraisers
230
108a Dissenting stockholders may have stock appraised 109 Consolidated corporation authorized to issue bonds and mort
233
gage property XII Taxation 110 1 Real and personal property how taxed 2 Corporations entitled to same tax exemption as natural persons mortgages...
234
Lost Certificates of Stock 111 New certificates of stock may be issued for certificates lost or destroyed
238
Proceedings in case of refusal to issue new certificate of stock 113 Court may proceed in summary manner
240
Fees on Filing Certificates Sundry Provisions 114 Fees on filing certificates
241
Surviving incorporators may designate others for organization
242
Mutual association may create capital stock 117 Secretary of state to compile and publish list of corporations 118 Repealer vested rights not impaired
243
Corporations may extend corporate existence
244
119a Extension renewal and continuance of the existence of cor
247
Words oath and sworn construed
252
porations
257
See footnote p V
259
ANNUAL STATE FRANCHISE
263
Assessors ads Arimex Consolidated Copper Co 69 N J Law 121 280
265
Alryan Woolen Mills ads Cunningham 69 N J Eq 710 185
269
Penalties for false statement or failure to make statement
270
Attorneygeneral may proceed against corporations in arrears
276
Assessors ads Halsey Electric Generator Co 74 N J Law 321
278
See footnote p V
283
Acknowledgments taken in this state
285
Acknowledgments taken out of this state but within the United States
286
Acknowledgments taken out of the United States
288
Certain words explained
289
REGISTRATION AND RECORDING OF MORTGAGES 180 Mortgages to be registered 181 May be recorded in full at request of mortgagee
291
Mortgages must be acknowledged or proved 183 Operation of unregistered mortgage
292
Owners of lands in certain counties and cities may agree not to apply for tax reduction by reason of mortgage 185 Effect of violation of such agreem...
293
Chattel mortgages void unless affidavit of mortgagee attached and recorded
294
Chattel mortgages how recorded
295
Chattel mortgages how acknowledged or proved 189 Chattel mortgages effect of recording
296
Embezzlement 191 Fraudulent appropriation of corporate property
325
Keeping fraudulent accounts 193 Wilful destruction of books making false entries etc 194 Publishing false statements
326
Embezzlement by servants agents etc 196 Issuing false stock
327
CRIMINAL PROCEDURE 197 Summons against corporations how issued and served
329
Proceedings after return served
330
Process not served
331
COMPANY FORMS AND PRECEDENTS
333
American Union Electric Co ads Hollins 66 N J Eq
457
Assessors ads Kirkpatrick 57 N J Law 53 183 267
583
Fidelity Trust Co ads Wolters 46 Atl Rep 627 146
602
CONSTRUCTION OF STATUTES
751

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