tiaries of this state, which is hereby required to be part of the sentence in each such case, on conviction, shall not be less than one, nor more than six years. 8 April 1840. P. L. 716. P. L. 487. XIV. Of the tax on dividends, and on capital stock.(h) 126. The said banks shall pay into the treasury of the state, in the manner now 16 April 1850 § 21. directed by law for the payment of a tax on dividends, as follows: on all dividends which do not exceed six per cent per annum, eight per cent; on dividends ex- Tax on dividends. ceeding six per cent and not exceeding seven per cent per annum, a tax of nine per cent; on dividends exceeding seven per cent per annum, and not exceeding eight per cent per annum, a tax of ten per cent; on dividends exceeding eight per cent per annum and not exceeding nine per cent, a tax of twelve per cent; on dividends exceeding nine per cent and not exceeding ten per cent, a tax of thirteen per cent; on dividends exceeding ten per cent and not exceeding eleven per cent, a tax of fifteen per cent; on dividends exceeding eleven per cent and not exceeding twelve per cent, a tax of seventeen per cent; on dividends exceeding twelve per cent and not exceeding fifteen per cent, a tax of twenty per cent; on dividends exceeding fifteen and not exceeding twenty per cent, a tax of twentyfive per cent; and on all dividends exceeding twenty-five per cent, a tax of thirty per cent.(i) 127. All the shares or stocks held by any person in any bank incorporated by 12 April 1867 § 1. or in pursuance of any law of the government of the United States, are hereby P. L. 74. declared subject to taxation in the hands of the holders of such shares(k) at the Tax on stock of same rate as the shares of stock of banks incorporated by or under any law of the national banks. commonwealth of Pennsylvania are now taxable, in the hands of the individual holders of such shares, and at no other or greater rate; that is to say, a tax of three mills upon every dollar of the value of such shares of stock shall annually be assessed and collected in the manner hereinafter provided. (h) Ibid. § 2. 128. The auditor-general and state treasurer are hereby authorized and directed, immediately upon the passage of this act, to appoint an adequate number of suitaAppointment of ble persons, citizens of this commonwealth, to ascertain the residence, and assess assessors. the value of the shares of stock aforesaid; (1) said assessors so appointed shall proceed, as soon as possible after their appointment, and after having taken and subscribed an oath in due form of law, to execute the duties imposed upon them, with fidelity and impartiality, to visit all the banks incorporated by the United States, and located within the county or district for which the assessor is appointed, and obtain from the officers of said banks a full and complete list of the shareholders of each bank, with their residence, and the number and par value of shares of stock held by each person respectively; whereupon the assessor shall proceed to Their duties. assess all of the stockholders resident within the county or district for which he is appointed, and the actual value of the shares or stock held by each, and make a complete list of the same; which list shall be returned to the commissioners of the city or county in which the said bank is located and the amount of taxes How tax collected. due the commonwealth upon such assessment shall be collected in the manner in which taxes upon other personal property are now collectable; each assessor appointed as aforesaid shall receive a commission of seven (7) per cent upon Compensation. every dollar of tax due the commonwealth, upon the assessment made by him; which commission shall be adjusted and allowed by the auditor-general, and paid by the state treasurer, upon the warrant of the auditor-general. Ibid. § 4. Assessors to be ap 129. After performing the duties hereinbefore specified, the powers and duties of the assessors aforesaid shall cease and determine: and the auditor-general and state treasurer shall annually, in the month of January, appoint said assessors, pointed annually. and assign their respective districts or counties; and the assessors shall make return to the commissioners aforesaid, within sixty days after their appointment, and be removable at the pleasure of the auditor-general and state treasurer. Ibid. § 5. 130. Should any national or state bank of this commonwealth pay to the state treasurer a tax of one per cent per annum upon the par value of the capital stock Exemption from thereof, the shareholders of said bank shall be exempt from all other taxation on other taxes. the value of said shares. P. L. 55. 131. No stock or share of any national bank shall be appraised higher than the 2 April 1863 § 1. current value of said stock in the market where such bank is located; and any stockholder shall have the right of appeal to the auditor-general, who shall have the Assessment of power to adjust such assessment by inquiring into the value of such stock, and either shares of national abate or increase the value of the same as may be just and proper. banks. 132. It shall be the duty of the assessors, after they shall have completed their Ibid. § 2. assessment of bank shares, to make return thereof to the auditor-general, and (h) See tit. "Taxes." (i) A bank chartered under the act of 1824, which prescribes the payment of a certain tax on dividends, is subject to a subsequent general law, which increases the rate of taxation, although its charter had not then expired. Commonwealth v. Easton Bank, 10 P. S. 442. Bank of Pennsylvania v. Commonwealth, 19 Ibid. 144. See Pennsylvania Bank Assignees' Account, 39 Ibid. 103. And see infra 138. (k) See Everitt's Appeal, 71 P. S. 216. Strong v. O'Donnell, 10 Phila. 575. Cumberland County v. Bank of Mechanicsburg, 12 W. N. C. 187. (1) Office of assessor abolished, by act 10 June 1881, § 6, P. L. 100; and see tit. "Taxes.' P. L. 55. 2 April 1868 § 2. give public notice of such valuation or assessment, by posting one copy of said notice in the banking-room, and one copy in the commissioners' office of the said county; and if any shareholder shall be dissatisfied with such valuation, he shall enter his appeal therefrom within thirty days from the date of putting up such notice. Notice of appraise ment. Entry of appeals. Ibid. § 3. Duties of assessors. Ibid. § 4. 133. The assessors appointed in accordance with the provisions of the 2d section of the act to which this is a supplement, shall visit and obtain from the banks incorporated by the United States, the list of stockholders, and the number and par value of shares held by each, as directed in said section, and shall proceed to assess all of the shares of said stock in said banks, at their actual value, and make a complete list of the same, with the names of the several stockholders, and the number and value of shares of stock held by each, stating whether the stockholder be resident or non-resident of the county in which the bank is located; which list shall be returned to the commissioners of the city or county in which the bank is located, and a certificate thereof transmitted to the auditor-general. 134. The taxes assessed under this act shall be a lien upon the shares of stock of Taxes to be a lien. said bank, from the date of levy, and in case of non-payment, the shares of stock of defaulting stockholders, with the accrued dividends, shall be subject to attachment or levy and sale for non-payment of tax thereon, in like manner as other personal property. 1 May 1868 § 10. P. L. 112. Tax on bank shares. 22 Dec. 1869 § 1. P. L. 1878. Taxation of bank shares. 135. It shall be the duty of the cashier of every bank and savings-institution, incorporated under the laws of this state, to collect annually from every shareholder of said bank or savings-institution a tax of one per centum upon the par value of the shares held by said shareholder, and to pay the same into the state treasury on or before the first day of July in every year; and the said shares shall be exempt from all other taxation under the laws of this commonwealth. (m) 136. The provisions of an act, entitled "An act to increase the revenue of the commonwealth by taxation of the shares or stock of the national banks,” approved the 12th day of April, Anno Domini 1867, and of a supplement to said act, approved the second day of April, Anno Domini 1868, are hereby extended, from and after the first day of January, Anno Domini 1870, to the several banks and savingsinstitutions incorporated under the laws of this commonwealth; and it shall be the duty of the several assessors appointed in the year 1870, in accordance with the provisions of said act of the 12th of April 1867, to assess the actual value of the shares of state banks and savings-institutions located within their respective districts, and include the same in the returns made to the commissioners of the proper city or county, and to the auditor-general. 81 March 1870 § 3. 137. All the shares of national banks, located within this state, and of banks P. L. 42. and savings-institutions incorporated by this state, shall be taxable for state purRate of taxation on poses at the rate of three mills per annum upon the assessed value thereof; and shares of national for county, school, municipal and local purposes, at the same rate as now is or may hereafter be assessed and imposed upon other moneyed capital in the hands of individual citizens of this state.(n) banks. Ibid. § 4. 138. In case any bank or savings-institution aforesaid shall elect to collect annually, from the shareholders thereof, a tax of one per centum upon the par value of all the shares of said bank or savings-institution, and pay the same into the state treasury, on or before the 20th day of January in every year, the said shares, capital and profits shall be exempt from all other taxation under the laws of this commonwealth ;(0) and the law regulating the compensation of county treasurers for receiving moneys for the use of the commonwealth, and paying over the same, is hereby extended to the cashiers of said banks and savings-institutions. (m) The act 3 January 1868, P. L. 1318, provided, that the shares of stock held by any stockholder in any institution or company incorporated under the laws of this state, which, in its corporate capacity, is liable to and pays into the state treasury the tax on capital stock imposed by the act, approved April 12th, Anno Domini 1859, entitled "An act to equalize taxation upon corporations," shall not be taxable in the hands of said stockholders personally for state, county or local purposes; and so much of the 32d section of the act, approved April 28, Anno Domini 1844, entitled "An act to reduce the state debt, incorporate the Pennsylvania Canal and Railroad Company," as imposes a tax for state or county purposes upon any stockholder in his individual capacity as aforesaid, is hereby repealed: Provided, That this act shall not be construed to relieve said corporations from any tax now imposed by law, or the real estate belonging to said corporations from the state, county or local tax to which they are now or may hereafter be subject. (n) The act of congress of 4 February 1868 limits the right of state taxation upon the shares of national banks to the maximum assessed upon private or individual securities, as contradistinguished from investments in stocks. Pleish v. Hartranft, 1 Leg. Gaz. R. 46. But see Lionberger v. Rouse, 9 Wall. 468. The act of 30 April 1864 did not apply to national banks. Commonwealth v. Girard Bank, 6 Phila. 431. But their stock is taxable for state purposes, in the hands of the stockholders. Mintzer v. County of Montgomery, 54 P. S. 139. The act of 23 February 1866, however, was unconstitutional, as conflicting with the act of congress. Markoe v. Hartranft, 15 Am. L. Reg. 487. National bank shares are only taxable at the owner's place of residence. Union Bank v. Chicago, 3 Biss. 82. But see Bucks County v. Ely, 6 Phila. 414. They cannot be appraised for taxation above their par value. Union Bank v. Chicago, 3 Biss. 82. But see People v. Commissioners of Taxes, 94 U. S. 415. See also, Van Allen v. Assessors, 3 Wall. 573. Adams v. Nashville, 95 U. S. 19. Pelton v. National Bank, 101 Ibid. 143. Rosenblatt v. Johnson, 104 Ibid. 462. Supervisors v. Stanley, 105 Ibid. 305. (0) See Farmers' and Drovers' Bank v. Greene County, 7 Leg. Gaz. 147. See title "Taxes." XV. Proceedings on refusal to redeem. 139. If any such bank shall at any time fail or refuse to redeem its notes, and 16 April 1850 § 24. pay its liabilities in gold and silver coin, upon demand (p) being made at the P. L. 488. banking-house of said bank during banking hours, such failure or refusal shall be Failure to redeem deemed and held to be an absolute forfeiture of the charter of said bank. notes to cause forfeiture of charter. Ibid. § 25. to redeem. 140. It shall be the duty of the cashier of any such bank, when required, to give a certificate of the time and the amount of the deposit to every person Cashiers to give making a deposit; and if any of the said banks shall at any time refuse or neglect certificates of to pay on demand, in gold or silver, any bill, note or obligation issued by such deposit. banks, according to the contract, promise or undertaking therein expressed, or shall neglect or refuse to pay on demand, in gold or silver, any moneys received in such bank on deposit, except in the case of special deposits, when the contract is different, to the person or persons entitled to receive the same, then and in any such case, the holder of any such note, bill or obligation, or the person or persons entitled to demand and receive such moneys as aforesaid, shall be entitled to receive and recover interest on the said notes, bills, obligations, certificates or moneys until the same shall be fully paid and satisfied, at the rate of twelve per Interest on failure cent per annum, from the time of such demand as aforesaid until the same is paid and it shall be the duty of the president or cashier of the bank,(q) and he is hereby required to make, at the time of demand being made for the payment of Time of presentany note, bill or obligation, or any moneys deposited as aforesaid, the payment of ment to be inwhich, in gold or silver, shall have been refused, an indorsement on the said note, bill, obligation or certificate of deposit, setting forth the day and year when the payment thereof was demanded, and subscribe his name thereto; and if the said Penalty for neglect president or cashier shall evade, neglect or refuse making such indorsement, at or refusal. the time and in the manner hereinbefore required, he shall forfeit and pay to the holder of such note, bill, obligation or certificate the sum of one hundred dollars, to be recovered in the same manner as debts of like amount are by law recoverable: Provided, That nothing in this act shall be construed to prevent any bank from redeeming its own notes with the notes of any other bank, when the demand is made on behalf of such other bank. dorsed. Ibid. § 26. to be redeemed in 141. Whenever any demand for specie shall be made by a note-holder of any bank, subject to the provisions of this act, it shall be the duty of the cashier or other officer of the bank upon whom such demand is made, to pay one-fifth of the one-fifth of notes amount of such demand in American gold coin, if the same shall be requested by American gold the note-holder making such demand: Provided, That the one-fifth of such demand coin. be not less in amount than five dollars. Proceedings in 142. Upon application to any court of common pleas or district court of the Ibid. § 27. proper county, or a single judge thereof in vacation, on the oath or affirmation of any person, setting forth that he or she had presented to the proper officer or case of failure to officers of such bank, located within said county, a note or notes, or certificates redeem. of deposit or other liability issued by the same (except notes issued by authority of the act of 4th May 1841), and demanded the payment thereof in gold or silver coin, which said bank had refused or failed to pay, (r) it shall be the duty of said court, if in session, or a judge, in vacation, to direct a citation to be issued by the prothonotary of said court, to the president, cashier or other officer of said bank, in the nature of a summons, which it shall be the duty of the sheriff or coroner Citation, how of the proper county to serve forthwith, commanding the president, cashier or served. other officer of the said bank to appear at the time and place designated by the said court or judge, not less than four nor more than eight days thereafter; in case none of the officers of the bank can be found, the service shall be made by posting a copy of the citation on the front door of the banking-house during banking hours; and upon the hearing of the parties, if the said court or judge Court to decree shall be satisfied of the truth of said complaint, and that the provisions of the assignment to be 25th section of this act have been wilfully violated, (s) then the directors of the bank shall make and execute, under their corporate seal, a general assignment of all the estate, real and personal, of the bank, to such person or persons as they may select, subject to the approval of the court of common pleas or district court of the proper county; the assignment shall be recorded in the office of the Assignment to be recorder of deeds of the proper county, within thirty days from the execution recorded. thereof; the said assignee or assignees, before entering on the duties of their (p) The refusal by a bank to pay in specie its own notes, presented by a party who is its debtor to a greater amount, is not a violation. Long v. Farmers' Bank, 1 Clark. 284. (4) The indorsement of one acting temporarily for the cashier, will not bind the bank; but the absence of the president and cashier, for several months, leaving no person legally authorized to make such indorse ment, is evidence of a wilful intention to evade the law. Commonwealth v. Bank of Commerce, 2 Pitts. made. (r) See Kuhn v. United States Bank, 2 Ash. 170. P. L. 488. Assignees to be 16 April 1850 § 27. office, shall take and subscribe an oath or affirmation, to execute the trusts confided to them with fidelity, which oath or affirmation shall be filed in the office of the prothonotary of the proper county, and shall give such security as the said court may deem amply sufficient to secure the faithful execution of the said trust; they shall proceed to sell at public sale all the real and personal estate of said bank, and shall collect all the outstanding debts, and for this purpose may use the corporate name of the bank: Provided, however, That the said assignees shall receive in payment of debts due to said bank its own notes and obligations and the checks of its depositors at par;(t) the said assignees shall, once in every six months, file an account of their receipts and disbursements in the office of the prothonotary of said court, verified by their oaths or affirmations; they shall, at least once in every six months, make a pro rata dividend of the balance in their hands among the creditors of the bank, who shall, in pursuance of public notice given in such manner and form as shall be directed by the court, have made claim and delivered up the evidence of their claims, if such evidence be in writing, to the said assignees, and receive from the said assignees a certificate stating particularly the nature of the claim and the amount thereof: the said assignees shall be allowed such commission or compensation for their services as may be agreed upon in such assignment, with the approbation of the court, and shall be subject, except as herein otherwise provided, to the several provisions of the act of assembly passed the 14th day of June 1836, entitled "An act relating to assignees for the benefit of creditors and other trustees:" Provided, That the corporate powers of the bank shall, after the making of the assignment, cease and determine, except so far as may be necessary for the following purposes, to wit: Corporate powers to remain for cer tain purposes. Ibid. § 28. Attachment may issue. On neglect to asment, rights and sign after attach powers to vest in trustees by opera tion of law. Who may be trustees. 16 April 1850 § 29. P. L. 490. When voluntary be made. 1 April 1822 § 1. 7 Sm. 541. I. For the purposes of suing and being sued, and for continuing all suits and proceedings at law or in equity, pending for or against the bank. II. For the purpose of making such assurances, conveyances and transfers, and doing all such acts, matters and things as may be necessary or expedient to make the said assignments, or the trusts thereof, effectual. III. For the purpose of citing the said trustees to account, and compelling them to execute the said trusts. IV. For the choosing of directors for the purpose of receiving and distributing among the stockholders of the said bank, such surplus as shall remain after discharging all the debts of the bank. 143. It shall be the duty of the said court, or any judge thereof, on application and proof as aforesaid, if it shall be deemed necessary for the protection of parties interested, to issue an attachment commanding the sheriff or coroner forthwith to seize and take possession of the banking-house, books, moneys, deposits, papers and effects thereof, and to deliver the same to the trustees, when legally authorized to receive them; and if the directors shall not within ten days thereafter, make an assignment as hereinbefore provided, the trustees appointed by the court shall, by operation of the law, be vested with the same rights and powers as if such assignment had been made, Provided, That no person shall be appointed a trustee under this act, who is a director or other officer of the bank, or who has been so one year previous thereto. XVI. Of voluntary assignments, and winding up of banks. 144. It shall be lawful for the directors of every such bank, whenever it may be deemed expedient by a majority of the stockholders in number and interest, to wind up the affairs of such bank, to make a general assignment (u) of all the estate, assignments may real and personal, of the bank, subject to the conditions and provisions relating to assignments by directors of banks, provided in the 27th section of this act. 145. The board of directors (v) of any banking company incorporated by any law or laws of this commonwealth, or twenty stockholders thereof, being together proprietors of one-tenth part of the capital stock actually paid in, may at any time call a general meeting of the stockholders of such company, for the purpose of inquiring into the expediency of electing five trustees to close the concerns of the said institution, giving such notice of the same, as is required for general meetings of their stockholders under their act or acts of incorporation, and specifying in such notice the object or objects of such meeting; and if pursuant to such notice a majority of the stockholders, being together proprietors of one-half or more of the capital stock actually paid in, shall assemble at the time and place required by said notice, and shall determine to close the concerns of said institution, they shall proceed to elect five trustees, which election shall be conducted in all respects, in the Trustees may be elected to wind up. (t) The assignees are bound to receive in payment of debts due to the bank, its own notes, and the checks of its depositors, whether held by the debtor at the time of the commencement of a suit against him, or acquired afterwards. Bank of Pennsylvania v. Spangler, 32 P. S. 474. But not a protested draft. Basehore v. Rhodes, 85 Ibid. 44. And they cannot be set off against a debt transferred by the bank to a third person, before the assignment. Phillips v. Bank of Lewistown, 18 P. S. 395. On a distribution by the assignees, note-holders are entitled to a preference over depositors. Pennsylvania Bank Assignees' Account, 39 P. S. 103. (u) This is a power incident to a corporation, unless restrained by its charter. Dana v. Bank of the United States, 5 W. & S. 223. (2) This act is constitutional. Bleakney v. Farmers' and Mechanics' Bank, 17 S. & R. 64. same manner as the elections for directors are required to be conducted by the corporate provisions of such institution and the law to regulate proxies, passed the 28th day of March, in the year of our Lord 1820. 1 April 1822 § 1. 7 Sm. 541. Ibid. § 2. 146. If any of the said banks have, or shall hereafter forfeit their charters, the board of directors or twenty stockholders thereof, being together proprietors of one- In case of forfeiture tenth of the capital stock, shall have power at any time after such forfeiture to call of charter. a general meeting of the stockholders, giving such notice thereof as is required to be given for general meetings of stockholders in the act incorporating such bank, specifying particularly in such notice the object of such meeting, which shall be to elect five trustees to close the concerns of such bank; and when the stockholders are so met agreeably to such notice, they shall proceed to hold such election, which shall be conducted in the same manner as is provided for holding elections in the first section of this act. Ibid. § 8. Powers and duties 147. The stockholders, previous to the election of trustees, shall determine the term for which such trustees shall, without a re-election, continue in office, which term shall not exceed one year from and after their election; and the trustees so of trustees. elected, and those who may thereafter be elected agreeably to this act, shall, for the purpose of closing the concerns of such bank, have and possess all the privileges, powers and authorities which the directors thereof now have, or may have had previous to the forfeiture of the charter of such bank: Provided, That this act shall not be so construed, as to authorize any such bank to declare any dividend of the net profits, or to issue any notes, or make any new loans: And provided also, That the acts and proceedings heretofore done and performed by the board of directors of such bank, subsequent to the forfeiture of its charter, if the said acts and proceedings have been done and performed in the manner as they might or could have been lawfully done or performed previous to such forfeiture of charter, are hereby confirmed and declared valid in law, with the same force and effect as if the said acts and proceedings had been done and performed previous to the forfeiture of the charter of such bank. Ibid. § 6. 148. When any trustee or assignee elected or appointed agreeably to this act, by any of the banks aforesaid, shall die, resign or remove out of the county where Vacancies, how such bank is located, or shall become insolvent, in every such case, the vacancy filled. shall be supplied by a new election, of which election, and of the time and place, when and where the same is to be held, the remaining trustees shall give such notice to the stockholders, as is provided in the first section of this act, and the said election shall be conducted in the manner provided by the said first section of this act. Ibid. § 7. against corporation 149. When such trustees, or a majority of them, shall have accepted of said trust, any corporation thus electing trustees, shall be liable to be sued in its corporate name, before any court or magistrate in this com ommonwealth having compe- Proceedings tent jurisdiction, by summons, which may be served upon any of the trustees after election of elected as aforesaid, who shall have accepted of the trust, which suit shall be con- trustees. ducted in all respects (after the service of the summons) agreeably to the provisions of "an act relative to suits brought by or against corporations," passed the 22d day of March 1817; and in the service of any execution issued against any institution having elected trustees as aforesaid, the trustees who shall have accepted of the said trust, or any of them, shall be deemed and held to be the principal officers or officer of the said institution; and the service of the execution on them or any of them, shall be deemed and held to be good and valid in law, in all courts and before all magistrates in this commonwealth; and any corporation thus electing trustees to close the concerns of the corporation, shall be entitled to all the privileges in defending suits brought against said corporation, which are granted to corporations by the before-recited act, relative to suits brought by or against corporations: Provided, however, That a list of any trustees elected, and who have accepted as aforesaid, shall be filed in the prothonotary's office of the county immediately thereafter. XVII. Of the individual liability of stockholders. for notes. 150. The stockholders of every such bank, in addition to the corporate liability, 16 April 1850 § 32. shall be jointly liable to the creditors of said bank, being note-holders, in their P. L. 490. individual capacities, for the amount of all notes issued; and the manner of en- Stockholders to be forcing such liability shall be as follows: in case the said bank shall violate the individually liable provisions of this act, so as to forfeit its charter, or becomes insolvent and in failing circumstances, by reason of the mismanagement of its affairs, and is compelled to make an assignment under the provisions of this act, the assignees so appointed shall proceed to make a fair and equitable appraisement of the assets of the said bank of every description, at their cash value; and also to make a list of all the debts due by the said bank, and if it shall appear that the assets are insufficient to redeem the notes in circulation, the stockholders of the said bank shall be liable to make up such deficiency in proportion to the respective amounts of stock held by each at the time such assignment is made.(w) (w) This provision is applicable only to banks of issue. Dreisbach v. Price, 133 P. S. 560. |